SIM SimCorp A/S

Business transacted at the annual general meeting

Business transacted at the annual general meeting

Company Announcement no. 12/2020

Today, March 24, 2020, SimCorp A/S held its annual general meeting, at which the following was adopted:

Financial year 2019 and 2020

  •          The company’s audited annual report 2019
  •          The amendment of the company’s remuneration policy and the remuneration of the Board of Directors for 2020 and until the next annual general meeting
  •          Distribution of profit according to the adopted annual report 2019. The dividend will be DKK 7.50 per share of DKK 1 and the remainder is transferred to next year

Elections and Board related matters

  •          Re-election of Peter Schütze as Chairman and Morten Hübbe as Vice-chairman of the Board of Directors
  •          Re-election of Hervé Couturier, Simon Jeffreys, Adam Warby and Joan A. Binstock as members of the Board of Directors
  •          Re-election of PwC as the company’s auditor
  •          Issuance of letters of indemnity in favor of the Board of Directors

Share capital

  •          Authorization to the Board of Directors, in the period until 31 December 2021, to purchase own shares of up to 10% of the share capital, inclusive of the company’s current holding of own shares.

Proposals

  •          Amendment of articles 7, 9, 11 and 17 of the company's articles of association as described in the notice of the annual general meeting.
  •          Authorization to the Board of Directors, in the period until 1 March 2025, to increase the share capital without pre-emption rights for existing shareholders at market price.

However, not enough capital was represented at the general meeting in order to pass these proposals, and the Board of Directors will therefore convene an extraordinary general meeting for the purpose of adopting the proposals at the general meeting in accordance with Article 14 of the Articles of Association.

Composition of the Board of Directors and its committees

After the annual general meeting, the Board of Directors held a board meeting to appoint members of its committees.

The Board of Directors, including its committees, are now composed as follows:

  •          Peter Schütze (Chairman of the Board and member of the Nomination and Remuneration Committee)
  •          Morten Hübbe (Vice-chairman of the Board and Chairman of the Nomination and Remuneration Committee)
  •          Simon Jeffreys (Chairman of the Audit Committee)
  •          Hervé Couturier (member of the Nomination and Remuneration Committee)
  •          Adam Warby (member of the Audit Committee)
  •          Joan A. Binstock (member of the Audit Committee)
  •          Else Braathen (employee-elected and member of the Audit Committee)
  •          Vera Bergforth (employee-elected and member of the Nomination and Remuneration Committee)
  •          Hugues Chabanis (employee-elected)

Copenhagen, March 24, 2020

SimCorp A/S

On behalf of the board of directors

Enquiries regarding this announcement should be addressed to

Klaus Holse, Chief Executive Officer, SimCorp A/S ( )

Michael Rosenvold, Chief Financial Officer, SimCorp A/S ( )

EN
24/03/2020

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