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Richemont Annual Report and Accounts 2008
3
Executive Chairman's review
GROUP RESTRUCTURING PROPOSALS
In November 2007, Richemont announced that it was
studying plans which might lead to a separation of its
luxury goods operations from its other interests, which
include its investment in BAT.
Richemont has conducted an extensive review of potential
alternatives open to the Group in anticipation of the
elimination of Luxembourg 1929 holding companies at the
end of 2010. Richemont SA, the Group's principal holding
entity, currently benefits from the 1929 holding company
status, as does the joint venture vehicle used by Richemont
and Remgro to hold the BAT interest.
The review has resulted in the development of proposals,
which would see Richemont separated into two entities:
a luxury business, headquartered in Switzerland, and
an investment vehicle, which it is currently proposed
should be based in Luxembourg and structured as an
investment fund.
In addition to retaining their shares in the luxury goods
business, it is envisaged that Richemont unitholders would
receive shares in the investment vehicle and would be able
to receive a substantial part of their interest in the BAT
shares directly.
Subject to receipt of appropriate confirmations from Swiss
regulators and SWX Swiss Exchange (`SWX'), the luxury
goods business would continue to be listed on SWX,
whilst it is expected that the new investment vehicle
would be listed in Luxembourg, subject to the approval
of Luxembourg regulators and the Bourse de Luxembourg.
Appropriate arrangements would be put in place to allow
holders of Richemont South African depository receipts
(`DRs') to hold and trade DRs in respect of both the luxury
goods and investment entities, subject to the approval
of the JSE Limited, which operates the Johannesburg
stock exchange.
DIVIDENDS
Given the strong results of the Group's businesses this
year, the Board has decided to recommend an increase
of 20 per cent in the level of ordinary dividend to bring
it to
0.78 per unit. The dividend will be payable to
unitholders immediately after the annual shareholders'
meeting to be held in September.
Over each of the past three years, Richemont has paid
a special dividend in order to return to unitholders the
proceeds of the disposal in 2004 of the BAT preference
shares, received at the time of the merger with Rothmans
International in 1999. In total, the Group has paid some
890 million in such special dividends. Given that the
proceeds of the preference shares have now been repaid
in full to shareholders and in the light of the potential
restructuring referred to below, the Board considers that
it would not be appropriate to make a further special
dividend payment this year.
CORPORATE GOVERNANCE
At last year's Annual General Meeting, shareholders of
Compagnie Financière Richemont SA elected Mrs Anson
Chan to the Board of Directors. Prior to taking up her
position and attending her first board meeting, Mrs Chan
intimated that she was considering standing for election
to the Hong Kong Legislative Council and that she felt
that membership of the Board of Richemont might prove
to be incompatible with once again taking up public office
in Hong Kong. The Board regretfully accepted Mrs Chan's
view in this matter and, accordingly, she stood down from
the Board in November 2007.
No further changes to the Board of Compagnie Financière
Richemont SA are proposed this year.
Our Maisons depend on highly
skilled craftsmen to create
sophisticated luxury products