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19 SHAREHOLDERS' EQUITY
12 Months Ended
Dec. 31, 2019
Shareholders Equity [Abstract]  
SHAREHOLDERS' EQUITY

19     SHAREHOLDERS' EQUITY

 

19.a) Paid-in capital

 

Fully subscribed and paid-in capital as of December 31, 2019 and December 31, 2018 is R$4,540,000 comprising 1,387,524,047 book-entry common shares without par value. Each common share entitles its holder to one vote in Shareholders’ Meetings.

 

19.b) Authorized capital

 

The Company’s bylaws in effect as of December 31, 2019 determine that the capital can be raised to up to 2,400,000,000 shares by decision of the Board of Directors.

 

19.c) Legal reserve

 

This reserve is recognized at the rate of 5% of the profit for each period, as provided for by Article 193 of Law 6,404/76, up to the ceiling of 20% of share capital.

 

19.d) Ownership structure

 

As of December 31, 2019, the Company’s ownership structure was as follows:

 

            12/31/2019           12/31/2018
    Number of common shares   % of total shares   % of voting capital   Number of common shares   % of total shares   % of voting capital
Vicunha Aços S.A. (*)   679,522,254   48.97%   49.24%   679,522,254   48.97%   49.24%
Rio Iaco Participações S.A. (*)   58,193,503   4.19%   4.22%   58,193,503   4.19%   4.22%
NYSE (ADRs)   262,206,103   18.90%   19.00%   284,152,319   20.48%   20.59%
Other shareholders   380,192,687   27.40%   27.55%   358,246,471   25.83%   25.95%
Outstanding shares    1,380,114,547   99.47%   100.00%    1,380,114,547   99.47%   100.00%
Treasury shares   7,409,500   0.53%       7,409,500   0.53%    
Total shares    1,387,524,047   100.00%        1,387,524,047   100.00%    

 

(*) Controlling group companies.

 

19.e) Treasury shares

 

On April 2018, the Board of Directors authorized the sale of up to 30,391,000 common shares held in treasury and until the end of the program, 22,981,500 shares were sold for R$213,494. The Company recognized a profit on the sale of the shares in the amount of R$32,690 directly in equity.

 

Program   Board’s Authorization   Authorized quantity   Program period   Average buyback price   Minimum and maximum buyback price   Number bought back   Share cancelation   Sale of shares   Balance in treasury
9º (*)   03/31/2015   32,770,055   From 4/01/2015 to 6/30/2015                       30,391,000
    04/20/2018   30,391,000   From 4/20/2018 to 4/30/2018   Not applicable   Not applicable           22,981,500   7,409,500

 

(*) There was no share buyback in this program.

 

As of December 31, 2019, the position of the treasury shares was as follows:

 

Quantity purchased (Units)   Amount paid for the shares   Share price   Market value of shares in 12/31/2019 (*)
     
    Minimum   Maximum   Average    
                7,409,500   R$ 58,264    R$       4.48    R$ 10.07    R$           7.86   R$ 104,548

 

(*) The average quotation as of December 31, 2019 in the amount R$ 14.11 per share was used.

 

19.f) Policy on investments and payment of interest on capital and dividends 

 

The Company adopts a profit distribution policy which, after compliance with the provisions in Law 6,404/76, as amended by Law 9,457/97, will entail the allocation of all the profit to the Company’s shareholders, provided that the following priorities are observed, irrespective of their order: (i) carrying out the business strategy; (ii) fulfilling its obligations; (iii) making the required investments; and (iv) maintaining a healthy financial situation of the Company.

 

19.g) Earnings/(loss) per share:

 

Basic earnings per share were calculated based on the profit/loss attributable to the owners of CSN divided by the weighted average number of common shares outstanding during the year, excluding the common shares purchased and held as treasury shares, as follows:

 

  12/31/2019   12/31/2018   12/31/2017
  Common Shares
   
(Loss) profit for the year 1,789,067                5,074,136                     10,272
Weighted average number of shares 1,380,114,547         1,373,250,595         1,357,133,047
Basic and diluted EPS 1,29632   3.69498   0.00757

 

The Company does not hold potential dilutable outstanding ordinary shares that could result in dilution of earnings per share.