10 October 2017 Announcement No. 25
Extraordinary General Meeting of NKT A/S The Extraordinary General Meeting of NKT A/S was held on Tuesday 10 October 2017, cf. Company Announcement No. 20 of 18 September 2017.
The General meeting adopted the following: • Partial demerger of NKT A/S pursuant to which NKT A/S’ holding of shares in Nilfisk A/S and certain other activities, assets and liabilities will be transferred to a new Danish limited liability company to be named Nilfisk Holding A/S, cf. announcement No. 24 of 10 October 2017.
The following was adopted with regard to Nilfisk Holding A/S: • Jens Due Olsen, René Svendsen-Tune, Anders Runevad, Jens Maaløe, Jutta af Rosenborg and Lars Sandahl Sørensen were all elected members of the Board of Directors of Nilfisk Holding A/S. • Deloitte Statsautoriseret Revisionspartnerselskab was elected as auditor of Nilfisk Holding A/S. • The proposed Remuneration Policy with respect to the Board of Directors and Executive Management of Nilfisk Holding A/S. • The proposal for remuneration for 2017 of the Board of Directors of Nilfisk Holding A/S with DKK 207,700 to the Chairman, DKK 138,500 to the Deputy Chairman and DKK 69,250 to each of the other members. • The proposal for remuneration for 2017 to the Chairman of the Audit Committee of Nilfisk Holding A/S with DKK 46,200 and DKK 23,100 to the other member. • The proposal for remuneration to the Chairman of the Remuneration Committee and Nomination Committee with DKK 23,100 each and DKK 11,550 to the other member of each committee.
The following was adopted with regard to NKT A/S: • The proposed amendments of the Remuneration Policy for the Board of Directors and the Executive Management of NKT A/S and the Executive Managements of NKT’s business units as a consequence of the demerger and the re-branding of NKT. • Anders Runevad stepped down from the Board of Directors of NKT A/S and Andreas Nauen was elected new member of the Board of Directors of the Company. • The following amendments to the Articles of Association: • Authorization to the Board of Directors to issue convertible bonds. New articles 3.C and 3.D. will be added to the Articles of Association and articles 3.A.4 and 3.A.8. • Amendment of references to the Company’s website from www.nkt.dk to www.nkt.com. Articles 5.3, 5.7 and 11.3.
At a meeting of the Board of Directors of Nilfisk Holding A/S held after the Extraordinary General Meeting, Jens Due Olsen was elected Chairman of the Board of Directors and Lars Sandahl Sørensen was elected Deputy Chairman. Hans Henrik Lund was appointed CEO and Karina Deacon was appointed CFO.
Furthermore, the members of the committees of Nilfisk Holding A/S were appointed as follows: Audit Committee: Jutta af Rosenborg (Chair of the committee) and Jens Maaløe. Nomination Committee: Lars Sandahl Sørensen (Chair of the committee) and Jens Due Olsen Remuneration Committee: Jutta af Rosenborg (Chair of the committee) and Jens Maaløe.
Contact Investor Relations: Michael Nass Nielsen, Head of Investor Relations, tel: +45 2494 1654 Media Relations: Helle Gudiksen, Head of Group Communications, tel: +45 2349 9098
