Annual General Meeting 2020 Minutes

Company announcement

for ROCKWOOL International A/S

Release no. 13 – 2020

to Nasdaq Copenhagen         

1 April 2020

Annual General Meeting 2020 Minutes

The annual general meeting of ROCKWOOL International A/S was held on 1 April 2020 at 3:00 p.m. at the company’s head office, Denmark.

At the general meeting, the board of directors’ report for the financial year of 2019 was noted, the annual report for 2019 was approved and the management and the board of directors were discharged from liability.

The general meeting approved the remuneration of the board of directors, including the remuneration of members of the Audit Committee and the Remuneration Committee respectively, for the period from the annual general meeting in 2020 to the annual general meeting in 2021.

The general meeting approved the board of directors’ proposal for distribution of dividends of DKK 32.00 (EUR 4.30) per share of a nominal value of DKK 10, corresponding to a total of EUR 94 million.

Carsten Bjerg, Søren Kähler, Thomas Kähler, Andreas Ronken and Jørgen Tang-Jensen were re-elected as members of the board of directors. Rebekka Glasser Herlofsen was elected as new member of the board of directors. At the same time Henrik Brandt retired from the board of directors.

PricewaterhouseCoopers Statsautoriseret Revisionspartnerselskab (PwC) was re-elected as auditor of the company.

The general meeting authorised the board of directors to allow the company to acquire its own shares, A shares as well as B shares, of a total nominal value of up to 10 percent of the company’s share capital in the period until the next annual general meeting, provided hat the price of the shares at the time of purchase does not deviate by more than 10 percent from the most recent listed price.

The general meeting approved the new remuneration policy for the board of directors and registered directors, as published on the company’s website, . As a consequence of the approval of the new remuneration policy, the company’s articles of association were amended.

The general meeting did not approve the shareholder proposal regarding the assessment of environmental and community impacts from siting of manufacturing facilities and use of water.

After the general meeting the board of directors constituted itself with Thomas Kähler as chairman and Carsten Bjerg as deputy chairman.

Commenting on his new role as chairman of the board of directors, Thomas Kähler says:

“I am very much looking forward to getting started with the work as chairman of the board of directors of ROCKWOOL International A/S. I will do my best to confirm the shareholders’ confidence. And I would like to thank the former chairman Henrik Brandt for his efforts in ROCKWOOL International A/S”.

Further information: 

Michael Zarin

Vice President, Group Communications

ROCKWOOL International A/S

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