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Annual Report & Accounts 2014 - NOTES
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17. shaRe capital and ReseRVes 17.1 share capital on 21 may 2010 shareholders of gaming Vc holdings s.A., approved a redomiciliation to the isle of man which resulted, pari passu, in shareholders receiving shares with a nominal value of €0.01 in gVc holdings pLc. As a result of this transaction, gVc holdings pLc acquired all the assets and liabilities of gaming Vc holdings s.A. Arising from this transaction was the creation of a merger Reserve. the various transfers into this reserve are shown in the consolidated statement of changes in equity, see page 24. the authorised and issued share capital is: 2014 2013 €000's €000's authorised ordinary shares of €0.01 each At 31 December - 80,000,000 shares (2013: 80,000,000 shares) 800 800 issued, called up and fully paid At 31 December - 61,276,480 shares (2013: 60,906,760 shares) 613 609 the issued share capital history is shown below: 2004 to 2011 2012 2013 2014 Balance at 1 January - 31,469,095 31,592,172 60,906,760 shares issued on initial listing in 2004 31,135,762 - - - share options exercised by employees - at 1.00 233,333 - - 26,667 - at 1.26 100,000 - 165,000 - - at 1.29 - 123,077 31,513 - - at 0.01 - - 100,000 - share options exercised by third parties - at 2.36 - - - 343,053 issue of shares for acquisition - - 29,018,075 - Balance at 31 December 31,469,095 31,592,172 60,906,760 61,276,480 the holders of ordinary shares are entitled to receive dividends as declared from time to time and are entitled to one vote per share at meetings of the company. however, should the company not be satisfied as to the true identity of the shareholders it can suspend the entitlement of those shareholders to a) vote at general meetings of the company; and/or b) to receive dividends. 17.2 Reserves share share merger translation Retained capital premium Reserve Reserve earnings total €000's €000's €000's €000's €000's €000's At 1 January 2014 609 84,530 40,407 359 15,191 141,096 Result for the year - - - - 40,563 40,563 Dividends paid - - - - (33,607) (33,607) share option charge - - - - 552 552 share options exercised 4 850 - - - 854 at 31 december 2014 613 85,380 40,407 359 22,699 149,458 the 'merger reserve' arose on the re-domiciliation of the group from Luxembourg to the isle of man. it consists of the pre-redomiciliation reserves of the Luxembourg company plus the difference in the issued share capital (31,135,762 share at €0.01 versus 31,135,762 shares at €1.24). capital comprises total equity. the group's capital management objectives are to ensure its ability to continue as a going concern and to provide an adequate return to shareholders and benefits to other stakeholders by pricing services commensurately with the level of risk, and maintaining an optimal capital structure to reduce the cost of capital. the group's objective is to pay around 75% of its net operating cashflows to shareholders by way of dividends. in order to maintain or adjust the capital structure, the company may issue new shares, return capital to shareholders, limit the amount of dividends paid, or sell assets. total equity employed at 31 December 2014 was €149.5 million (2013: €141.1 million). GVC HOLDINGS PLC ANNUAL REPORT 2014 51 notes to the consolidated financial statements