24. Equity
See the consolidated statement of changes in equity for the movements in equity.
The authorised capital as at both 31 December 2023 and 31 December 2022 consisted of 4 million ordinary shares with a nominal value of €453.78 (originally NLG 1,000). There are 2,230,738 issued and fully paid up shares. All issued shares are held by the State of the Netherlands. The shareholders are entitled to a dividend, which is declared annually based on the resolution of the Annual General Meeting of Shareholders regarding the profit appropriation. The shareholders have the right to cast one vote per share at meetings of the company.
The financial statements for 2022 and the appropriation of the profits were adopted at the shareholders’ meeting on 2 March 2023. In accordance with the proposal, the result attributable to the company’s shareholders of €579 million was added to the general reserve based on the 2022 financial statements.
Due to the retrospective adjustment of the value of negative goodwill within one year of acquisition, the result attributable to the company's shareholders for 2022 has been adjusted to €574 million. The addition to the general reserve has been aligned with this.
The movements in the other reserves were as follows:
|
(in millions of euros) |
Reserve for translation differences |
Hedging reserve |
Fair value reserve |
Actuarial reserve |
Revaluation reserve for participating interests |
Reserve for discontinued operations held for sale |
Total other reserves |
|
Balance as at 1 January 2022 |
-35 |
6 |
53 |
-1 |
13 |
- |
36 |
|
Non-realised profit |
1 |
36 |
1 |
-4 |
- |
- |
34 |
|
Discontinued operations |
32 |
-4 |
- |
-3 |
-13 |
-12 |
- |
|
Other movements |
2 |
- |
- |
-2 |
- |
- |
- |
|
Balance as at 31 December 2022 |
- |
38 |
54 |
-10 |
- |
-12 |
70 |
|
Non-realised profit |
- |
-38 |
1 |
-1 |
- |
28 |
-10 |
|
Discontinued operations |
- |
- |
- |
- |
- |
- |
- |
|
Other movements |
- |
- |
- |
- |
- |
-16 |
-16 |
|
Balance as at 31 December 2023 |
- |
- |
55 |
-11 |
- |
- |
44 |
As a result of the transfer of the shares in Abellio Transport Group Ltd on 28 February 2023, the following reserves have been recycled via the income statement:
Translation reserve; expense of €31 million
Revaluation reserve for derivatives; gain of €3 million
The recycling of the following reserves has been taken straight to equity:
Actuarial reserve for pensions of €3 million
Revaluation reserve for the Merseyrail joint venture (actuarial reserve for pensions) of €13 million
Profit appropriation as stipulated by the Articles of Association
In accordance with Article 21(2) of the Articles of Association of NV Nederlandse Spoorwegen, the Annual General Meeting of Shareholders decides on the appropriation of any positive balance in the income statement.
Proposal for profit appropriation
A proposal will be put to the Meeting to withdraw the negative result of €380 million from the general reserve.
Accounting policy
Reserve for translation differences
The translation reserve consists of all exchange rate differences arising as a result of the translation of the financial statements of foreign operations and the translation of liabilities hedging the company's net investment in a foreign group company.
Hedging reserve
The hedging reserve consists of the cumulative change in the fair value of hedging instruments (derivatives) where the hedged transaction has not yet taken place or the hedged position has not yet been settled.
Fair value reserve
The fair value reserve comprises the cumulative change in the fair value of investments measured at fair value – total comprehensive income and the cumulative change in the fair value of investments measured fair value – debt investment, until the investment is derecognised.
Actuarial reserve
The actuarial reserve relates to the actuarial gains and losses, which comprise the difference between the actual and projected changes in the pension liabilities and investment returns on pension assets (see note 30).
Revaluation reserve for associates
The revaluation reserve for associates comprises the cumulative unrealised results, recognised directly in the equity of associates accounted for using the equity method.
Reserve for discontinued operations held for sale
The other reserves relating to discontinued operations are transferred to this reserve. The nature of the reserves remains unchanged.