Recommendations of the Supervisory Council
To the Shareholders
The Executive Board has submitted to the Supervisory
Council the annual accounts drawn up for the financial year
1985. These annual accounts, which are shown on pages
34 to 52 of this report, have been examined by the auditors,
KMG Klynveld Kraayenhof Co. The Auditors' Report is
included on page 53.
The Supervisory Council recommends you to adopt the
annual accounts and, in accordance with the proposal by
the Executive Board, to fix the dividend at N.fl. 67,433.000
and to add the remainder of the profit, amounting to
N.fl. 197,978,000, to the General reserve. Per share of
N.fl. 25 - par value, this proposal means a dividend of
N.fl. 3.50. of which N.fl. 1.50 was already made payable as
interim dividend on September 20, 1985, The Supervisory
Council recommends you, in accordance with the proposal
by the Executive Board, to proceed to the bonus issue.
The General Meeting of Shareholders held on April 26,
1985, was informed that Mr. H.H. Thyssen-Bornemisza
wishes to relinquish his post as Chairman of the Supervi
sory Council. Mr. Thyssen-Bornemisza will continue to
serve as a member of the Supervisory Council. In accor
dance with Article 10, paragraph 2, of the Articles
of Association, the Supervisory Council has appointed
a Chairman from among its own number, namely
Mr, S, Orlandini. Mr. Orlandini has declared his willingness
to accept his appointment as Chairman.
At the General Meeting of Shareholders to be held on
April 25,1986. Mr. D. de Bruyne and Mr. S. Orlandini will be
retiring by rotation from the Supervisory Council. They are
both immediately eligible for reappointment. Binding nomi
nations drawn up by the Supervisory Council for the
appointment of two members of the Supervisory Council
will be submitted to the General Meeting of Sharehol
ders.
The Supervisory Council compliments the Executive Board
and the employees on this year's results, which have been
achieved by the dedication of all concerned.
Amsterdam, March 20, 1986
Orlandini
Thyssen-Bornemisza
Jiskoot
Maris
Loudon
De Bruyne
Hooglandt