6.3Dividends

6.3.1Dividend paid to the Limited Partners (or shareholders)

The Company pursues a stable dividend policy, with a payout ratio of over 60% and medium- to long-term dividend growth in line with earnings per share.

Accordingly, the Company will propose a dividend of €1.86 per ordinary share and €0.93 per preferred share to the 2022 Shareholders’ Meeting, a more than 3% increase compared to the dividend paid in respect of the 2020 financial year (€1.80 per ordinary share and €0.90 per preferred share).

Preferred shares are entitled to a dividend equal to 50% of that paid for each ordinary share (rounded down to the nearest euro cent).

Dividends paid to shareholders over the last five years

Date of Shareholders’ Meeting

Financial year

Number of shares

Net dividend 
distributed
 (in euros)

Total net amount paid out 
(in euros)

AGM 08/06/2017

2016

45,605,599 ordinary shares*

2.68*

122,223,005

AGM 07/06/2018

2017

95,048,202 ordinary shares

2,740 preferred shares

1.50

0.75

142,572,303

2,055

AGM 11/06/2019

2018

97,182,460 ordinary shares

2,740 preferred shares

1.59

0.79

154,520,111

2,165

AGM 11/06/2020

2019

100,345,050 ordinary shares

3,722 preferred shares

1.75

0.87

175,603,837

3,238

AGM 10/06/2021

2020

100,950,230 ordinary shares

5,188 preferred shares

1.80

0.90

181,710,414

4,669

* Before 28 July 2017 two-for-one share split, reducing the par value of each Rubis share.

Dividends not claimed within five years from the date of their payment are forfeited and paid to the French Treasury.

6.3.2Dividend paid to the General Partners

Given that the status of General Partner implies unlimited and joint liability, General Partners are entitled to a by-law defined dividend that is calculated according to the formula set out in Article 56 of the by-laws.

The Total Shareholder Return is calculated between year Y (the “Relevant Financial Year”) and the year among the three previous years (Y-1, Y-2 and Y-3) in which the Rubis share price was the highest (the “Reference Price”).

The principle underpinning the calculation of the Total Shareholder Return remains unchanged. It corresponds to the change in market capitalisation, plus dividends paid to the Limited Partners and cumulative rights detached between the year of the Reference Price and year Y.

The change in market capitalisation is equal to the product of the difference between (i) the average of the opening prices of the last 20 trading days of the Relevant Financial Year, and (ii) the highest among the averages of the opening prices of the last 20 trading days of each of the three Financial years preceding the Relevant Financial Year (the “Reference Price”), and the number of shares outstanding at the close of the Relevant Financial Year. This number of shares is reduced by the number of shares held by the Company with a view to their cancelation and new shares created since the end of the Reference Price financial year (with the exception of shares freely granted as part of a capital increase through capitalisation of reserves, profits or issue premiums giving rise to adjustments).

When the Total Shareholder Return is positive, the dividend paid to the General Partners is equal to 3% of such amount, within the limit of 10% of net income, Group share and the distributable profit.

Half of this dividend is invested by the General Partners in Rubis shares that must be held for a three-year period.

The General Partners split the dividend in accordance with the provisions of the 1997 Shareholders’ Agreement.

For 2019, the dividend paid to the General Partners amounted to €22,356,940. However, in view of the global economic situation resulting from the Covid-19 pandemic, which impacted Rubis’ share price, the General Partners deferred the payment of 50% of their by-law defined dividend to June 2022, or before that date if Rubis’ share price reaches €50 on average of over 20 consecutive trading days (opening price).

For 2021, the application of the formula defined in Article 56 of the by-laws results in the Total Shareholder Return in respect of Rubis shares being negative (-€2,373,464,548.76), thereby conferring no rights to dividend for the General Partners (as for 2020).