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ADR Program

ADSs (as from April 7th, 4 American Depositary Shares represent one ordinary share of Delhaize Group), are traded on the New York Stock Exchange under the symbol DEG. ADSs are evidenced by American Depositary Receipts (ADRs). The Delhaize Group ADR program is governed by a deposit agreement binding upon Delhaize Group, Citibank and the holders of ADRs. This program is administrated by:

 

Citibank Shareholder Services
P.O. Box 43077
Providence, RI 02940-3077
U.S.A.
Toll free telephone number for U.S. callers: 1-877-853-2191
International Call Number: 1-781-575-4555
E-mail: citibank@shareholders-online.com
 

 International Direct Investment Plan (IDI)
Citibank has put in place an International Direct Investment Plan for Delhaize Group, which is a dividend reinvestment and direct purchase plan sponsored and administered by Citibank, N.A. The Program enables existing holders and first time purchasers the opportunity to make purchases, reinvest dividends, deposit certificates for safekeeping and sell shares. For further information on Citibank’s International Direct Investment Program for Delhaize Group, please visit www.citi.com/dr or contact Citibank Shareholder Services at 1-877-248-4237 (1-877-CITIADR.)

Dividend Policy
It is the policy of Delhaize Group when possible to pay out a regularly increasing dividend while retaining free cash flow in an amount consistent with opportunities to finance the future growth of the Company.

Set forth below are the gross and net annual dividends paid by Delhaize Group since 1990:

 

Year Gross Amount Net Amount**
1990* EUR 0.48 - EUR 0.36 -
1991* EUR 0.58 - EUR 0.43 -
1992 EUR 0.66 - EUR 0.50 -
1993 EUR 0.67 - EUR 0.50 -
1994 EUR 0.77 - EUR 0.57 -
1995 EUR 0.83 - EUR 0.62 -
1996 EUR 0.89 - EUR 0.67 -
1997 EUR 0.99 - EUR 0.74 -
1998 EUR 1.12 - EUR 0.84 -
1999 EUR 1.24 - EUR 0.93 -
2000 EUR 1.36 USD 1.1482 EUR 1.02 USD 0.8611
2001 EUR 1.44 USD 1.3255 EUR 1.08 USD 0.9941
2002 EUR 0.88 USD 1.0296 EUR 0.66 USD 0.7722
2003 EUR 1.00 USD 1.2242 EUR 0.75 USD 0.9181
2004 EUR 1.12 USD 1.3689 EUR 0.84 USD 1.0267
2005 EUR 1.20 USD 1.5287 EUR 0.90 USD 1.1465
2006 EUR 1.32 USD 1.7681 EUR 0.99 USD 1.3261
2007 EUR 1.44 USD 2.2316 EUR 1.08 USD 1.6737
2008 EUR 1.48 USD 2.0861 EUR 1.11 USD 1.5645
2009 EUR 1.60 USD 1.94464 EUR 1.20 USD 1.45848
2010 EUR 1.72 USD 2.503804 EUR 1.29 USD 1.877853
2011 EUR 1.76 USD 2.165152 EUR 1.32 USD 1.623864
2012 EUR 1.40 USD EUR 1.05 USD
*:Adjusted for the stock split by 5 on June 4, 1992.
** Net amount = gross amount minus withholding tax.

At the Ordinary General Meeting held on May 23, 2013, the shareholders approved the payment of a gross dividend of €1.40 per share, compared to €1.76 the previous year. After deduction of 25% Belgian withholding tax, this results in a net dividend of €1.05 per share (€1.32 the prior year).

The net dividend of €1.05 per share is payable to owners of ordinary shares against coupon no. 51. The shares are trading ex-coupon as of May 28, 2013.

Taxation of Dividends of Delhaize Group Shares
It is assumed that, for the application of domestic Belgian tax legislation and the U.S.-Belgian tax treaty, owners of Delhaize Group ADRs are treated the same as owners of Delhaize Group shares and that the ADRs are treated as Delhaize Group shares. However, it must be noted that this assumption has not been confirmed or verified with the Belgian Tax Authorities.

For Belgian income tax purposes, the gross amount of all distributions made by Delhaize Group to its shareholders (other than repayment of paid-up capital in accordance with the Belgian Company Code) is generally taxed as dividends. All dividends that are attributed or paid on the shares are subject to a 25% Belgian withholding tax.

For non-Belgian residents - individuals and corporations - , Belgian withholding tax is retained also at the rate of 25% subject to the reductions or exemptions provided for by Belgian tax law or by the tax treaty concluded between Belgium and the country of which the non-Belgian recipient of the dividend is a resident. Such withholding tax is normally the final tax in Belgium.

For dividends paid by Delhaize Group to a U.S. holder of ADRs (individual or corporation), beneficial owner of the dividends, who is not holding the shares through a permanent establishment in Belgium and is entitled to claim benefits under the U.S.-Belgian tax treaty, the withholding tax is reduced from 25% to 15%. If the beneficial owner of the dividends is a company that holds directly at least 10% of the voting rights of Delhaize Group, a reduced withholding tax rate of 5% is applicable.

To assist ADR shareholders, Delhaize Group, and their U.S. Depositary Bank, Citibank, N.A., have arranged for the tax services provider Acupay System LLC (“Acupay”) to make available procedures designed to facilitate the process of applying for Belgium withholding tax reduction for Delhaize ADR shareholders. The procedure to apply for Belgian withholding tax reduction with respect to each dividend is announced via a DTC Important Notice published on the website of the Depositary Trust Company (the U.S. Central Securities Depositary and clearing agent for all bank, broker and nominee accounts in the U.S.) at their address: www.dtcc.com. Please note the DTC Important Notice for the June 2012 dividend payment is available at: http://www.dtcc.com/downloads/legal/imp_notices/2010/dtc/div/6816-10.pdf

The bank or broker where you hold your ADRs may be able to assist you in receiving the Belgian withholding tax reduction to which you are entitled. Please contact your bank or broker to request their assistance in receiving this tax relief. In order to claim the benefit made available by the Belgium-U.S. double taxation treaty, U.S. residents must be able to provide an original tax residency certificate in the form of a U.S. IRS Form 6166. This document may be applied for either directly from the U.S. IRS via Form 8802 (available on the IRS website at: http://www.irs.gov/pub/irs-pdf/f8802.pdf ) or via a simplified online application made available by Acupay at : www.USTaxCertificate.com.

Complete materials for Registered Holders of Delhaize ADRs are available from Acupay at the website www.acupay.com/DelhaizeRH.

For any questions OR forms relating to the tax reduction or reclamation process for U.S. ADR holders, please contact Acupay (Attn. Deborah Harris) via email at: DHarris@acupay.com or via phone toll free at 1-888-385-2663 or in New York at 1-212-422-1222.

Standard Withholding Tax Reclamation Procedure
Although there are exceptions, in general the full 25% Belgian withholding tax must be withheld by Delhaize Group or the paying agent, and the non-Belgian holder of Delhaize Group shares or ADRs may file a claim for reimbursement for amounts withheld in excess of the treaty rate. The reimbursement claim form (Form 276 Div.-Aut.) can be obtained from the Bureau Central de Taxation Etranger, Boulevard du Jardin Botanique 50 (18th floor P), PO Box 3429, B-1000 Brussels, Belgium (phone: +32 2 576 90 09, fax: +32 2 57 968 42, e-mail:  bct.cd.bruxelles.etr@minfin.fed.be). The form should be completed in duplicate and sent to the relevant Tax Office in the residence country of the non-Belgian holder with the request that one copy be appropriately stamped and returned to the sender. The non-Belgian holder can then obtain reimbursement from the Bureau Central de Taxation, at the same address, upon presentation of the stamped form and a document proving that the dividend has been cashed. The request for reimbursement must be filed with the Bureau Central de Taxation within three years from January 1 of the year following the year in which the dividend was declared payable. Please note that the US-resident ADR shareholders are advised to take advantage of the process made available by Acupay (see procedure and details above.)
 

Prospective holders should consult their own tax advisors as to whether they qualify for the reduced withholding tax upon attribution or payment of dividends, and as to the procedural requirements for obtaining the reduced withholding tax immediately upon the attribution or payment of the dividends or through the filing of a claim for reimbursement.

 



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