On behalf of the board of the company, I, Dirk- Jan Smit of Freshfields Amsterdam Civil Law Notary , as chair of this meeting, would like to welcome you to the CNH Industrial NV Annual General Meeting of Shareholders. I note that this meeting is broadcast live through webcast on the website of the company. I welcome and thank also all those who are connected via webcast. Ms. Suzanne Heywood, chair, and Mr. Gerrit Marx, Chief Executive Officer, are attending this meeting through video conference. To assist the meeting, Mr. Jim Nickolas, Chief Financial Officer, and Mr. Roberto Russo, Chief Legal and Compliance Officer, are following this meeting via webcast. The external auditor, Mr. Marcel van Leeuwen from Deloitte Accountants B.V., is present at the meeting and available to answer questions relating to the audit report on the company's annual accounts 2024. Mr.
Mark Maarschalkerweerd, Deputy from Freshfields Amsterdam, is appointed as secretary of this meeting. The meeting will be held in English. The notice for the meeting was published on the company's website on March 24, 2025, and convened in accordance with the legal and statutory requirements. The use of audio-video recording devices by shareholders is not allowed. I know that notarial minutes will be made of this meeting. Agenda items and agenda sub-items will be discussed in accordance with the sequence of the agenda for this meeting. Shareholders have been given the opportunity to submit written questions regarding the agenda items before the meeting in accordance with the instruction included in the convening notice of the 2025 Annual General Meeting and Proxy Statement and published on the company's website. However, no questions have been received.
Shareholders have been able to submit their votes prior to the meeting via proxy or web procedure. Only votes submitted before 5:00 P.M. EST on Monday, May 5, 2025, have been considered when calculating the voting results. The voting results will be displayed upon close of the vote on each voting item. The official voting results will be published on the company's website shortly after the meeting in compliance with the applicable laws and regulations. Before we review the business and financial results for 2024, please note the CNH's consolidated financial results being discussed with you today were prepared in accordance with IFRS accounting standards and use the U.S. dollar as the reporting currency. Also, as required by Dutch law, we have prepared statutory financial statements of our parent company, CNH Industrial NV. I would now like to hand over to Ms.
Heywood to discuss the 2024 business results and an update on strategy.
Thank you, Mr. Smit, and thank you to all our shareholders joining us today. Every day at CNH is spent supporting and empowering the world's farmers and builders. Our company has been advancing and evolving for almost two centuries to meet the perpetual needs of a growing world in terms of sustenance and shelter. We play our part by delivering innovation and progress while always staying true to our purpose of breaking new ground. We continue to push our business and farming forward in 2024 while addressing the significant challenges global agriculture faces. Through strategic focus and forward-thinking initiatives, we have positioned ourselves to navigate industry headwinds while preparing for future opportunities. This approach included simplifying and streamlining our operations to drive efficiency and growth, sharpening our focus on our agriculture business, and launching breakthrough products that feature our advanced technologies.
Our growth and success rest on the commitment of some 36,000 employees worldwide, from strategists to engineers, technical support experts, commercial leaders, shop floor supervisors, and the manufacturing professionals that bring our products to life every day, alongside many others. Every member of our team, no matter who or where they are, is recognized and rewarded according to their contribution and performance. We remain committed to retaining our top talent through career development opportunities and competitive compensation, as well as contributing to their ongoing learning and professional growth. CNH appointed Gerrit Marx as the company's Chief Executive Officer in July 2024. He brings fresh vision, values, and relevant industry experience to the company. We also recently appointed Jim Nickolas as our Chief Financial Officer, and I'm delighted to welcome him to the team.
I also want to thank Oddone Incisa for his many contributions during his term as Chief Financial Officer, including all the support he gave to me when I stepped in as interim CEO during the COVID period. CNH's global leadership team now features a manufacturing quality and customer advocacy, a lead for India, and a financial services president, all led by seasoned experts. I will now turn the meeting over to Gerrit Marx, who will provide a business update.
Thank you, Suzanne. In January of 2024, we moved to a single U.S. listing on the New York Stock Exchange to support increased liquidity and investor focus and further simplify our company profile. We also carried out strategic simplifications to improve our business for the long term through a headcount restructuring and other cost efficiency actions, which together contributed to a reduction in selling, general, and administrative costs. Last year, we implemented the first wave of our supply chain's multi-year strategic sourcing program, which is intended to yield efficiencies and cost savings. The second wave of this program was initiated in 2024 and is expected to begin implementation at the end of 2025. The structural cost reductions that we implemented positively contributed to our through cycle margins and put us on a solid footing into 2025.
As the industry's down cycle continued in 2024 and particularly accelerated in North America during the first quarter, we addressed and continue to reduce channel inventory, with further actions being implemented this year. Our focus went beyond delivering the highest possible financial performance in a single quarter to prioritizing the best choices across key business parameters that are intended to position CNH for sustained success this year and for the coming industry up cycle. Despite the challenging market environment, we remained committed to delivering value to you by returning approximately $1.3 billion through dividends and share buybacks. We continue to launch key products and services to meet customer needs. We successfully opened order books for our new range-topping twin and single-rotor combine harvesters with the new automation and sensor technologies.
Our portfolio was further enriched by new high-horsepower tractors, including the Case IH Steiger Quadtrac 715 model, alongside mid-range New Holland and Steyr tractors. Furthermore, our customers benefited from our latest in-house digital precision and advanced automation. New factory-installed automation solutions, such as a water recirculation system for our sprayer booms, simplify operations and reduce water waste, while aftermarket upgrades, such as active and passive implement control, ensure our implements follow the desired infield path even more accurately. In an increasingly data-driven society, we strengthened our digital customer tools to give farmers greater insights to better inform their decision-making process. Our new Field Ops app and platform unifies fleet and farm management, providing a central hub to connect, view, and operate machinery. CNH's 49 R&D centers across 16 countries represent a robust innovation pipeline.
The investment in our New Holland brand's Center of Harvesting Excellence in Zedelgem, Belgium supports the development and production of our new market-leading combines, including the New Holland CR11, our most powerful flagship model featuring 56 patents. The expansion of the CNH India Technology Center has added more testing labs and a multi-vehicle simulator, which mimics infield conditions to put our engineers in the farmer's seat during the development of new products. We continue to complement our in-house innovation with external partnerships and investments in disruptive and high-potential players to accelerate the release of new solutions. Our work with Brazil-based BemAgro is using their AI technology to convert area field images into advanced agronomic mapping reports for our customers across Latin America and Southeast Asia.
In North America, we established a joint innovation center with HD Hyundai that is studying emerging technology trends and exploring growth opportunities in the construction sector. With a focus on spending discipline, cost optimization, and structural improvements, we are positioning this business for long-term profitability across industry cycles and look forward to meeting the challenges of the year ahead. On May 8, we introduced our new strategic business plan at our investor day, providing a clear path for sustained growth through 2030. We will focus on our efficiency and quality programs. We continue to take meaningful strides in delivering products and technologies that both improve productivity for farmers while delivering a range of benefits from increased profitability through reduced environmental impact.
On the first pillar of our strategy, breaking new ground on iron and tech, we commit to being the number one or number two ag player in all major markets. For our second pillar, we will deliver 16%-17% mid-cycle adjusted EBIT margins in agriculture. Finally, we will return substantially all industrial-free cash flow to you, our shareholders, over the course of the industry cycle. These three pillars are interconnected and mutually reinforcing. They ensure that our strategic decisions are well-balanced. This roadmap guides our every action and investment decision, providing us with a clear path towards sustainable growth and long-term shareholder value. We wish to thank you for your trust and engagement with the important work we are doing. We also extend our gratitude to our employees for their passion and resilience as we propel agriculture forward. I will now pass the meeting back to Mr.
Smit to handle the formal business of the meeting.
Thank you very much, Mr. Marx. We now move to the formal business of the meeting and the vote on the resolutions set out on the agenda. On the record date, the 28th day prior to the date of this annual general meeting, the company had a total number of 1,760,874,472 issued shares and 1,620,425,938 voting rights. No votes can be cast for any treasury shares held by the company. According to the attendance list, 90.72% of all outstanding shares in the issued capital of the company as of the record date are present or represented for this meeting. The total number of voting rights at this meeting amounts to 1,469,989,928, including a total of 1,469,989,928 votes that have been cast electronically prior to the meeting and which we'll be including in the voting results. I remind you that votes abstained are not calculated as part of the votes cast.
Let me now turn to item one of the meeting agenda. Pursuant to the Articles of Association of the company, the term of office of the executive directors and the non-executive directors expires on the day of the first annual general meeting of shareholders held in the following calendar year. The non-executive directors, on behalf of the CNH Industrial Board of Directors, believe that the Board of Directors should be composed of a diverse set of individuals who bring an appropriate mix of skills and professional backgrounds to advise a company that operates internationally across several business areas. In addition, the presence of independent non-executive directors is essential to protect the interests of all shareholders and other stakeholders. As explained in the annual meeting materials, which are available on the company's website, Gerrit Marx stands to be elected as executive director.
Suzanne Heywood stands for re-election as executive director, and all non-executive directors stand for re-election as non-executive directors for a new term of office of one year and ending at the first annual general meeting of shareholders that will be held in 2026. All of them are eligible and willing to accept the appointment. Detailed biographical information concerning each candidate for appointment is available on the company's website. The director's remuneration will comply with the company's remuneration policy. No questions have been received by the company on agenda item one in advance of the meeting, lest there are no shareholders present at the meeting. This concludes the discussion on agenda item one. We now turn to the voting results on the relevant sub-items. Sub-item one A on the agenda, the reappointment of Suzanne Heywood as executive director, and I request the operator to present the voting results.
I note that the proposal has been approved and that Suzanne Heywood has been reappointed as Executive Director. Agenda sub-item one B relates to the appointment of Gerrit Marx as Executive Director, and I request the operator to present the voting results. I note that the proposal has been approved and that Gerrit Marx has been appointed as Executive Director. Agenda sub-item one C relates to the reappointment of Elizabeth Bastoni as Non-Executive Director, and I request the operator to present the voting results. I note that the proposal has been approved and that Elizabeth Bastoni has been reappointed as Non-Executive Director. Agenda sub-item one D relates to the reappointment of Howard W. Buffett as Non-Executive Director, and I request the operator to present the voting results. I note that the proposal has been approved and Howard W. Buffett has been reappointed as Non-Executive Director.
Agenda sub-item one E relates to the reappointment of Richard J. Kramer as non-executive director. I request the operator to present the voting results. I note that the proposal has been approved and that Richard J. Kramer has been reappointed as non-executive director. Agenda sub-item one F relates to the reappointment of Karen Linehan as non-executive director, and I request the operator to present the voting results. I note that the proposal has been approved and that Karen Linehan has been reappointed as non-executive director. Agenda sub-item one G relates to the reappointment of Alessandro Nasi as non-executive director, and I request the operator to present the voting results. I note that the proposal has been approved and that Alessandro Nasi has been reappointed as non-executive director.
Agenda sub-item one H relates to the reappointment of Vahn Sørensen as non-executive director, and I request the operator to present the voting results. I note that the proposal has been approved and that Vahn Sørensen has been reappointed as non-executive director. Agenda sub-item one I relates to the reappointment of Asa Tamsons as non-executive director, and I request the operator to present the voting results. I note that the proposal has been approved and that Asa Tamsons has been reappointed as non-executive director. Let me now move to the next item on the meeting agenda. Sub-item two A concerns the approval of the executive compensation, the say-on-pay. In accordance with Section 14A of the Exchange Act, the board is submitting a say-on-pay proposal for shareholder consideration.
While the vote on executive compensation is non-binding and solely advisory in nature, the board and the Human Capital and Compensation Committee will review the voting results to better understand any issues and concerns that our shareholders may have. For further background, I make reference to the annual meeting materials, which are available on the company's website. Under sub-item two B, shareholders are invited to vote on the proposal to approve the amended and restated equity incentive plan. For background on the sub-item two B, please refer to the annual meeting materials, which are available on the company's website. No questions have been received by the company on agenda item two in advance of the meeting, and as there are no shareholders present at the meeting, this concludes the discussion on agenda item two. We now turn to the voting results on the relevant sub-items.
Sub-item two A on the agenda is the approval of the executive compensation, say-on-pay. This is an advisory vote, and I request the operator to present the voting results. I establish that the general meeting advises the approval of the executive compensation, say-on-pay. Sub-item two B on the agenda, approval of the amended and restated equity incentive plan, and I request the operator to present the voting results. I establish that the proposal has been approved. Let me now move to the next item on the meeting agenda. The 20, that's agenda item three. The 2024 annual report is available on the company's website and at the company's principal office since March 24, 2025, the day when this meeting was convened. Sub-item three A concerns the adoption of the 2024 annual financial statements, and this is a voting item.
The company's 2024 annual financial statements have been approved by the board and audited by Deloitte Accountants B.V., who have issued an unqualified opinion. Mr. van Leeuwen, whom I introduced earlier as the representative of Deloitte Accountants B.V., is available to take questions relating to Deloitte Accountants B.V.'s report on the financial statements. The board proposes that the annual financial statements for 2024 should be adopted. Sub-item three B concerns the reserves and dividend policy. This is a discussion item only. Under CNH Industrial's dividend policy, the company will distribute annual dividends of between 25%-35% of its consolidated net income in any one year after allocation of the relevant amount to the special voting shares dividend reserve. Sub-item three C concerns the dividend proposal. This is a voting item. The board recommends a dividend of $0.25 per outstanding common share.
This results in a 2024 total dividend amount of approximately $312 million US dollars. Under sub-item three D, shareholders are invited to vote on the proposal to discharge the executive directors and the non-executive directors of the board during the financial year 2024 for the performance of his or her duties in 2024. This release of liability is limited to facts known on the basis of the annual report and its financial statements, statements made during this meeting, and facts otherwise disclosed by the company. No questions have been received by the company on agenda item three in advance of the meeting, and as there are no shareholders present at the meeting, this concludes the discussion on agenda item three. We now turn to the voting results on the relevant sub-items.
First, I would like to put sub-item three A on the agenda to the vote, the adoption of the 2024 annual financial statements, and I request the operator to present the voting results. I note that the proposal of sub-item three A has been approved and that the 2024 annual financial statements have been adopted by the meeting. I now turn to sub-item three C on the agenda, and that's a proposal of a dividend for 2024, and I request the operator to present the voting results. As displayed, the proposal has been approved. Lastly, the voting item three D on the agenda, the proposal to discharge the executive directors and the non-executive directors of the board during the financial year 2024 for the performance of their duties in 2024. I request the operator to present the voting results. I note that the proposal has been approved.
Let me now move to the next item on the agenda. Under agenda sub-item four A, shareholders are invited to vote on the extension of the delegation of authority to the board of directors to issue new shares and/or to grant rights to subscribe for shares. At the annual general meeting of shareholders on May 3, 2024, the general meeting of shareholders authorized the board of directors to issue and to grant rights to subscribe for shares. It's proposed that the general meeting of shareholders authorizes the board of directors for a period of 18 months beginning May 12, 2025, to issue shares or to grant rights to subscribe for shares. The authorization is limited to 10% of the company's issued share capital per the date of the annual general meeting of 2025.
The authorization may be used in connection with awards under the company's equity incentive plans, but may also serve other purposes, such as the funding of acquisitions. When adopted, this authorization replaces the existing authorization. Under agenda sub-item four B, shareholders are invited to vote on the extension of the delegation of the authorization to the Board of Directors to limit or exclude preemptive rights. At the Annual General Meeting of shareholders on May 3rd, 2024, the General Meeting of shareholders authorized the Board of Directors to limit or exclude preemptive rights in relation to the issue and/or grant of rights to subscribe for shares.
In connection with the previous agenda item, the general meeting of shareholders is now requested to authorize the board of directors for a period of 18 months beginning May 12th, 2025, to restrict or exclude shareholders' preemptive rights in relation to the issue of shares or the granting of rights to subscribe for shares pursuant to the authorization under agenda item four A. When adopted, this authorization will replace the existing authorization. Sub-item four C concerns the authorization to repurchase own shares. At the annual general meeting of shareholders on May 3rd, 2024, the general meeting of shareholders authorized the board of directors to acquire common shares in its own capital.
The general meeting of shareholders is now requested to authorize the board of directors for a period of 18 months beginning on May 12, 2025, to acquire common shares in its own share capital on the New York Stock Exchange or through other means, including what are limited to derivatives, privates, over-the-counter, or block trades, or otherwise, subject to the conditions set forth in the notice of the 2025 annual general meeting and proxy statement. No questions have been received by the company on agenda item three in advance of the meeting, and no questions have been received by the company on agenda item four in advance of the meeting, and as there are no shareholders present at the meeting, this concludes the discussion on agenda item four. We now turn to the voting results on the relevant sub-items.
Sub-item four A on the agenda, the authorization to issue new shares and to grant rights to subscribe for shares, and I request the operator to present the voting results. I note that the proposal has been approved. Sub-item four B on the agenda concerns the authorization to limit or to exclude the preemptive rights, and I request the operator to present the voting results. I note that the proposal has been approved. Sub-item four C on the agenda concerns the authorization to repurchase own shares, and I request the operator to present the voting results. I establish that this proposal has also been approved, and I would like to thank you all for casting your votes. Ladies and gentlemen, as there are no further items to discuss or resolve upon, that concludes the formal business of the meeting.
I declare the meeting closed, and on behalf of the board, I would like to thank you for attending this meeting.