Annual General Meeting 2010
Annual General Meeting 2010
April 27, 2010 at 12:00 AM EDT
Company Announcement No 11/2010 27 April 2010 On Tuesday 27 April 2010, at 17:00 Royal Unibrew A/S held its Annual General Meeting in Odense Congress Center, Ørbækvej 350, 5220 Odense SØ, Denmark 1. Report on the Company's activities during the past year The Supervisory Board's report was adopted. 2. Presentation of the audited Annual Report for 2009 including Auditors' Report for adoption and granting of discharge to the Supervisory Board and the Executive Board The Company's Annual Report for 2009 was adopted by the Annual general Meeting and discharge was granted to the Supervisory Board and the Executive Board. 3. Proposed distribution of profits for the year, including decision on the amount of dividend The Annual General Meeting adopted the Supervisory Board's proposal that no dividend will be paid. 4. Proposals by the Supervisory Board The Annual General Meeting adopted the Supervisory Board's proposals to change the Articles of Associa-tion, including (i) the proposal to change the authorisation of the Supervisory Board to increase the Com-pany's share capital so that the authorisation is increased to DKK 11.000.000 and extended until the next Annual General Meeting in 2011 and (ii) the proposal to delete the voting cap. The Annual general Meeting adopted the Supervisory Board's proposal that the General Meeting authorises the Supervisory Board in the period up until the next Annual General meeting to let the Company acquire treasury shares, provided the total holding of treasury shares in the Company after the acquisition does not exceed 10% of the share capital. The consideration for treasury shares may not differ by more than 10% from the official quotation on NASDAQ OMX Copenhagen A/S on the date of acquisition. The Annual General Meeting adopted the updated overall guidelines for incentive pay to management of Royal Unibrew A/S prepared by the Supervisory Board 5. Election of members of the Supervisory Board The Annual General Meeting re-elected: • Tommy Pedersen, • Ulrik Bülow, • Erik Højsholt, and • Hemming Van and elected: • Søren Eriksen 6. Appointment of state authorised public accountant The Annual General meeting re-appointed Ernst & Young Godkendt Revisionspartnerselkab as auditor. 7. Authorisation of the Chairman of the meeting The Annual General Meeting adopted the Supervisory Board's proposal that the Annual General Meeting authorise the Chairman of the meeting to register registrable resolutions passed by the General Meeting with the Danish Commerce and Companies Agency and to make required adjustments to the documents. ----------- After the re-election and election of the Supervisory Board Members by the Annual General Meeting the Super-visory Board decided upon the following constitution: • Erik Højsholt as Chairman and • Tommy Pedersen as Deputy Chairman Hereafter, the Supervisory Board is composed as follows: • Erik Højsholt (Chairman) • Tommy Pedersen (Deputy Chairman) • Ulrik Bülow • Søren Eriksen • Erik Højsholt • Hemming Van • Kirsten Wendelboe Liisberg (Board Member elected by the employees) • Søren Lorentzen (Board Member elected by the employees) • Steen Justesen (Board Member elected by the employees) Yours sincerely, Royal Unibrew A/S The Supervisory Board