22. Shareholders’ equity

Shareholders’ equity, which amounts to €7,586 million (€7,172 million at 31 December 2014) breaks down as follows:

Below is a breakdown of the shareholders’ equity of Snam at 31 December 2015.

Share capital

The share capital at 31 December 2015 consisted of 3,500,638,294 shares without nominal value (unchanged from 31 December 2014), with a total value of €3,696,851,994 (unchanged from 31 December 2014).

Legal reserve

The legal reserve at 31 December 2015 totalled €739 million (€714 million at 31 December 2014). The increase of €25 million relates to the reclassification from the share premium reserve of the amount required to reach the limit stipulated in Article 2430 of the Italian Civil Code, as resolved by the Shareholders’ Meeting of 29 April 2015.

Share premium reserve

The share premium reserve at 31 December 2015 totalled €1,603 million (€1,700 million at 31 December 2014). The decrease of €97 million reflects the reclassification to the “Legal reserve” (€25 million) resolved upon by the Shareholders’ Meeting of 29 April 2015, and the use of part of the reserve to pay out the 2014 dividend to shareholders (€72 million).

Consolidation reserve

The negative consolidation reserve of €1,701 million (unchanged from 31 December 2014) includes the value derived from the difference between the acquisition cost of the Italgas and Stogit equity investments (€4,628 million, including the additional transaction expenses and price adjustment following the agreements reached at transaction closing) and the relative shareholders’ equity attributable to the Group on the transaction completion date (€2,004 million and €923 million, respectively, for Italgas and Stogit).

Reserve for fair value of cash flow hedging derivatives

The cash flow hedge reserve (-€3 million, unchanged from 31 December 2014) includes the fair-value measurement of cash flow hedging derivatives relating to a cross-currency swap described in Note 11 “Other current and non-current assets”.

Other reserves

Other reserves (€46 million) increased by €47 million compared with 31 December 2014. The increase is due to the effects, recognised in shareholders’ equity, of the valuation of equity investments in joint ventures.

Retained earnings

Retained earnings totalled €1,987 million (€1,592 million at 31 December 2014). The increase of €395 million was due to the allocation of 2014 profit.

Reserve for remeasurement of defined-benefit plans for employees

At 31 December 2015, the reserve for remeasurement of employee benefit plans (-€16 million; -€20 million at 31 December 2014) included actuarial losses, net of the relative tax effect, recognised under other components of comprehensive income pursuant to IAS 19

The changes in the reserve during the course of the year are shown below:

Treasury shares

At 31 December 2015, Snam held 1,127,250 treasury shares (the same number as at 31 December 2014), equal to 0.03% of its share capital, recorded as a €5 million reduction in shareholders’ equity. Their market value at 31 December 2015 was around €5 million³⁹. At this date, all stock options had been exercised. There are therefore no remaining treasury shares committed to these plans.

Dividends

On 29 April 2015, the Ordinary Shareholders’ Meeting of Snam S.p.A. resolved to distribute an ordinary dividend for 2014 of €0.25 per share; the dividend (€875 million) was paid out as of 20 May 2015, with an ex-coupon date of 18 May 2015 and a record date of 19 May 2015.

In its meeting of 16 March 2016, the Board of Directors proposed to the Shareholders’ Meeting convened for 27 April 2016 the distribution of an ordinary dividend of €0.25 per share. The dividend will be paid out as of 25 May 2016, with an ex-coupon date of 23 May 2016 and a record date of 24 May 2016.

Minority interests

Net profit and shareholders’ equity attributable to minority interests relate to the following consolidated entities: