The Brazilian Corporate Law and the Company’s Bylaws require holding an annual shareholders’ meeting by April 30 of which year to decide on, but not limited to, the distribution of the annual dividends. All shareholders are entitled, on the date dividends are declared, to receive such dividends.
The Company’s shareholders shall decide on the proposal of its Board of Directors for the allocation of profit for the previous fiscal year. For Corporate Law purposes, profit is defined as the profit for any given year that remains after the deduction of prior years’ accumulated losses, the amounts related to income tax and social contribution, and any amounts used to pay employees‘ and officers’ profit sharing bonuses under the Bylaws.
Alupar’s dividend policy ensures the payment of Alupar’s shareholders a mandatory dividend of no less that 50 percent of the profit for the year adjusted as prescribed by the Bylaws.
At the direction of the Board of Directors, the Executive Committee can prepared semiannual Company interim financial statements. The Board of Directors, subject to the approval of the Shareholders’ Meeting, can dividends or interest on capital charged to the profits determined in such financial statements, or to retained earnings or existing earnings reserves. At the discretion of the Board of Directors, the dividends and interest on capital paid to the shareholders can be considered a prepayment of or charged to mandatory dividends.
The annual dividend declaration, including their payment in addition to the mandatory dividends, must be approved at the Annual Shareholders’ Meeting by majority of votes of holders of Alupar share, and shall depend on several factors. These factors include operating profit, financial conditions, cash requirements, and the Company’s future prospects, in addition to factors that Alupar’s Board of Directors and shareholders deem material.