23. Equity

See the consolidated statement of changes in equity for the movements in equity.

The authorised capital as at both 31 December 2020 and 31 December 2019 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 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 and the profit appropriation for 2019 were adopted in the shareholders’ meeting of 18 March 2020. In accordance with the proposal, an amount of €135 million from the profit for the reporting period of €208 million was added to the reserves and one amount of €73 million should be distributed as dividend. However, the shareholder waived the dividend payment. In anticipation of the intention to formally ratify this at the shareholders’ meeting on 2 March, the 2019 dividend has been again been added to the retained earnings. The €11 million dividend tax already paid cannot be recovered/settled with the tax authorities and/or shareholder and has therefore been written down.

The movements in the other reserves were as follows:

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 €2,581 million from the general reserve.

Minority interests

At the end of 2019, the value of the minority interest Abellio East Anglia Ltd applied to the expected dividend cash flows payable. As a result of changed estimates regarding these future cash flows, the liability has been written down and the effect has been recognised in net finance income. The reason for this is the adjustment of the Abellio East Anglia Ltd franchise due to the impact of COVID-19, which means that dividend payments are no longer expected. The net asset value of the minority interests as at 1 January 2020 is included in other changes in equity. If there is a termination fee (note 29), the minority shareholders guarantee their relative share.