Interim dividend distribution
Special missions of the statutory auditor
An interim dividend is different from a distribution of past reserves by the shareholders' meeting and may be distributed by the board of directors based on the current year profits and upon the condition that the articles of association (bylaws) empower them to do so.
The Companies Code provides specific procedures to be followed in case of public limited liability companies, private limited liability companies or cooperative limited liability companies.
The only profit available for distribution is the profit of the current financial year, decreased by any losses brought forward or increased by the profits brought forward, without drawing on any the statutory or legal reserves and taking into account the reserves that need to be set up according to bylaws or legal requirements, if any.
The board of directors needs to prepare a report and a statement of assets and liabilities, which has to be reviewed by the statutory auditor. As prescribed by the IBR / IRE, this appointment represents a limited review and not an audit. The auditor will not express an opinion on the fair view of the equity, the financial position and the results of the company.
The decision of the board may not be taken later than 2 months after the date of the statement of assets and liabilities referred to above.
Furthermore, no distribution may be decided earlier than:
- 6 months after the closing date of the previous financial year
- The approval of the annual accounts of the previous financial year by the general meeting of shareholders
- For a second interim dividend in the year, not earlier than 3 months after the first interim dividend.
If the interim dividend distributed is higher than the amount of the dividend subsequently decided by the shareholders' meeting for that financial year, the difference is considered as an advance on the dividend of the succeeding periods.