Porsche 2010 Annual Report Download - page 185

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[18] Equity
The development of equity is presented in the Porsche SE group’s consolidated statement of
changes in equity.
Subscribed capital
Porsche SE’s subscribed capital totals €175 million (prior year: €175 million) and, as in the
prior year, is divided into 87,500,000 fully paid-in ordinary shares and 87,500,000 fully paid-in non-
voting preference shares. Each share represents a notional share of €1 of the share capital. The
preference shares carry an additional dividend of 0.6 cents per share in the event of there being net
profit available for distribution.
On 30 November 2010, the annual general meeting adopted resolutions on a capital in-
crease in return for cash contributions, on the authorization to issue convertible bonds, participa-
tion rights, participating bonds or a combination of these instruments, and on the creation of con-
tingent capital and new authorized capital. The maximum gross issue proceeds from these instru-
ments amount to €5 billion. For details on related parties’ commitments with respect to the capital
increase, reference is made to the note [29].
Capital increase in return for cash contributions
The company’s share capital will be increased by up to €2.5 billion to up to €2.675 billion
in return for cash contributions by issuing up to 1.25 billion new ordinary shares and up to 1.25
billion new preference shares, each share representing a notional share of €1 of the share capital.
The executive board is authorized, subject to the approval of the supervisory board, to set the
subscription price as high as possible, but at no less than €2.00 per share, taking into account the
market situation prevailing prior to performance of the capital increase. The number of new ordinary
and preference shares to be issued is to be determined by dividing the targeted gross issue pro-
ceeds of €2.5 billion for each class of shares by the subscription price, which is yet to be deter-
mined. The resolution on the capital increase excludes ordinary shareholders’ subscription rights to
preference shares and preference shareholders’ subscription rights to ordinary shares (“cross-
exclusion of subscription rights”). Based on new requirements under German stock corporation law,
the number of new preference shares issued may not exceed the number of new ordinary shares
issued. The resolution on the capital increase was entered into the commercial register of the
Stuttgart district court on 13 January 2011. The resolution is void if the implementation of the
capital increase has not been entered into the commercial register of the Stuttgart district court by
the end of 30 May 2011 or, under the conditions described in the resolution, by 30 August 2011.