Notes to the
parent company
financial statements
continued
18 Distribution of profit
17 Commitments and contingencies
Overview
Business review
Governance
Financials
Investors
Ahold Delhaize Annual Report 2016
As part of the divestment of U.S. Foodservice in 2007, Ahold Delhaize received an irrevocable standby letter of credit for $216 million (€163 million),
which was reduced to $64 million (€60 million) as of January 1, 2017.
Articles of Association provisions governing the distribution of profit
The holders of common shares are entitled to one vote per share and to participate in the distribution of dividends and liquidation proceeds.
Pursuant to section 39 of the Articles of Association, a dividend will first be declared out of net income on cumulative preferred shares and
cumulative preferred financing shares. Any net income remaining after reservations deemed necessary by the Supervisory Board, in consultation
with the Management Board, will then be available for distribution to the common shareholders subject to approval at the General Meeting
of Shareholders. The Management Board, with the approval of the Supervisory Board, may propose that the General Meeting of Shareholders
make distributions wholly or partly in the form of common shares. Amounts of net income not paid in the form of dividends will be added to the
accumulated deficit. In the financial statements, the dividend on cumulative preferred financing shares is included in the income statement.
Consequently, net income according to the parent company income statement is fully attributable to common shareholders.
Notes and loans issued by certain subsidiaries are guaranteed by the parent company, as disclosed in Note 21 to the consolidated financial
statements. The parent company also guarantees certain lease obligations and other obligations of subsidiaries. Guarantees issued by the parent
company regarding the financial obligations of third parties and non-consolidated entities, other than under the cross guarantee mentioned
above, amount to €513 million as of January 1, 2017, (January 3, 2016: €567 million).
In addition, the Company has provided a guarantee as of July 30, 2010 for Ahold Finance U.S.A., LLC’s outstanding current obligations to
third parties.
Under customary provisions, the parent company guarantees certain representations and warranties made in agreements of asset disposals.
Guarantees and legal proceedings are further disclosed in Note 34 to the consolidated financial statements. The parent company forms a fiscal
unity with Ahold Delhaize’s major Dutch subsidiaries for Dutch corporate income tax and Dutch VAT purposes and, for that reason, it is jointly and
severally liable for the Dutch corporate income tax liabilities and Dutch VAT liabilities of the whole fiscal unity. Assumptions of liability pursuant to
section 403, Book 2 of the Dutch Civil Code are disclosed in Note 36 to the consolidated financial statements.
Distribution of profit
The Management Board, with the approval of the Supervisory Board, proposes that a final dividend of €0.57 per common share be paid in 2017
with respect to 2016 (2015: €0.52).
Koninklijke Ahold Delhaize N.V., as the parent company, is party to a cross guarantee agreement dated as of May 21, 2007 with, amongst others,
Delhaize US Holding, Inc., substantially all of Delhaize US Holding, Inc.’s subsidiaries and Delhaize Le Lion De Leeuw Comm. VA, under which each
party guarantees fully and unconditionally, jointly and severally the financial indebtedness of the other parties to the agreement, pro rata based
on its net worth as of May 21, 2007 or as of the date of its accession to the agreement.
