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18 Mar 2013 – Company announcements

Annual general meeting of Danske Bank 2013

Company Announcement No 5/2013

Corporate GovernanceAnnual general meeting of Danske Bank 2013
At the annual general meeting of Danske Bank on Tuesday, 18 March 2013, the shareholders

  • approved Annual Report 2012 and the allocation of net profit
  • re-elected Ole Andersen, Niels B. Christiansen, Urban Bäckström, Jørn P. Jensen and Trond Ø. Westlie to the Board of Directors
  • elected Lars Förberg, Carol Sergeant and Jim Hagemann Snabe to the Board of Directors
  • re-appointed KPMG Statsautoriseret Revisionspartnerselskab as external auditor
  • adopted the proposal by the Board of Directors to amend the articles of association
  • adopted the proposal to renew and prolong the existing authority to acquire own shares
  • adopted the proposal for the Board of Directors’ remuneration in 2013

The general meeting adopted the proposal by the Board of Directors to split the existing authority to increase the share capital with and without pre-emption rights for existing shareholders into the following sections:

  1. An authority with an unchanged validity period linked specifically to a potential conversion of the hybrid core capital. This means an authority for a nominal amount of DKK 23,991,500,000, see article 6.9. (g), which applies until 1 March 2015.
  2. An ordinary authority for the issue of shares with pre-emption rights for existing shareholders for a nominal amount of up to DKK 2,500,000,000, which applies until 1 March 2018.
  3. An ordinary authority for the issue of shares without pre-emption rights for existing shareholders for a nominal amount of up to DKK 1,000,000,000, which applies until 1 March 2018.
The general meeting did not adopt the proposals of a group of shareholders to

  • change the Bank’s attitude from opposing to supporting the imposition of a tax on speculation (FTT)
  • refrain from implementing new fees for customers whose total volume of business with the Bank amounts to less than DKK 60,000 and to make it possible also in future to have an account with Danske Bank on the same terms as in 2012
  • have the members of the Executive Board experience the same development in their salaries as other employees
  • replace Eivind Kolding, Chairman of the Executive Board

At the board meeting held immediately after the annual general meeting, Ole Andersen was appointed chairman of the Board of Directors and Niels B. Christiansen was appointed vice chairman.

The Board of Directors considers Jørn P. Jensen to be the independent member of the Audit Committee with qualifications in accounting or auditing. The composition of the board committees will be published at www.danskebank.com under Corporate Governance as soon as possible.

Yours faithfully
Danske Bank
Board of Directors Secretariat


Frederik Bjørn                Lars-Johan Sandvik



Contact:
Kenni Leth, Group Press Officer, tel. +45 45 14 56 83/+45 51 71 43 68