The annual general meeting of TrygVesta A/S will be held
at 14:00 on Wednesday, 28 March 2007 at Øksnehallen, Halmtorvet 11,
DK-1700 Copenhagen V.
The agenda:
1) Report of the Supervisory Board on the activities of the company
during the past financial year.
The Supervisory Board's report will include a description of the
employee share programme and the management incentive scheme.
2) Presentation of the annual report for approval, including
determination of the Supervisory Board's remuneration, and discharge
of the Supervisory Board and the Executive Management.
3) Adoption of resolution as to the distribution of profit or
covering of loss, as the case may be, according to the annual report
as approved.
4) Any proposals from the Supervisory Board or from the shareholders.
a) The Supervisory Board proposes that the shareholders approve an
authority for the Supervisory Board to let the company acquire
treasury shares in the period until the next annual general meeting
within a total nominal value of 10% of the company's share capital,
see section 48 of the Danish Public Companies Act. The consideration
for such shares may not deviate by more than 10% from the buying
price quoted by the Copenhagen Stock Exchange at the time of
acquisition.
b) The Supervisory Board submits the following proposed resolutions
to amend the company's articles of association:
(i) That article 7(2) of the articles of association be amended to
read as follows: "The Supervisory Board is authorised to distribute
extraordinary dividends pursuant to the rules of the Danish Public
Companies Act (aktieselskabsloven)".
(ii) That the articles 25(1) and 25(3-4) of the articles of
association be revoked.
5) Election of members to the Supervisory Board.
The shareholders will elect eight members to the Supervisory Board.
Four members are to be elected among the members of the supervisory
board of Tryg i Danmark smba, including the chairman of the
supervisory board of Tryg i Danmark smba. Tryg i Danmark smba
proposes the following candidates:
Mikael Olufsen, Chief Executive
Per Skov, Chief Executive
Jørn Wendel Andersen, CEO
John R. Frederiksen, Chief Executive
and
four members are to be elected among candidates who are not also
members of the board of representative, the supervisory board or the
executive management of Tryg i Danmark smba, or who do not have a
business or other professional relationship with Tryg i Danmark smba
or a family relationship with any of the aforementioned persons. The
Supervisory Board proposes the following candidates:
Bodil Nyboe Andersen, former Governor of Danmarks Nationalbank
Paul Bergqvist, Chief Executive
Niels Bjørn Christiansen, Chief Executive
The Supervisory Board proposes new candidate for election:
Christian Brinch
According to article 19 of the articles of association, the chairman
of the supervisory board of Tryg i Danmark is chairman of the
Supervisory Board of the company.
6) Appointment of auditor.
7) Any other business.
Adoption of the resolutions proposed in items 4a and 4b (i) requires
simple majority of votes.
Adoption of the proposal in item 4b (ii) requires a majority vote of
not less than two-thirds of the votes cast as well as of the voting
share capital represented at the general meeting.
Not later than eight days before the general meeting, the agenda, the
complete proposals from the Supervisory Board and the company's
annual report will be available at www.trygvesta.com and will also be
available for inspection at the company's offices, Klausdalsbrovej
601, DK-2750 Ballerup all weekdays between 09:00 and 16:00. The
documents will be sent to all registered shareholders who so request.
The share capital of the company is DKK 1,700,000,000 divided into
shares of DKK 25. Each shareholding of DKK 25 carries one vote. The
company's account-holding bank is Nordea Bank A/S.
Shareholders need an admission card in order to attend the general
meeting. Admission cards and voting papers can be ordered at
www.trygvesta.com, from Aktiebog Danmark A/S, Kongevejen 118, DK-2840
Holte on fax no. +45 4546 0998 or from the company's offices,
Klausdalsbrovej 601, DK-2750 Ballerup, phone +45 4420 3055 between
9:00 and 16:00. Requests for admission cards must be received by
16:00 on 23 March 2007. No admission cards will be issued after that
time.
Admission cards are issued to persons who are recorded as
shareholders in the register of shareholders or who present a custody
account statement, issued not more than five days previously, from
the Danish Securities Centre or the account-holding bank
(depository). Together with the statement, shareholders shall submit
a declaration to the effect that they have not and will not transfer
the shares to any other person until the general meeting has been
held.
Shareholders may appoint a proxy. Proxy forms are available at
www.trygvesta.com.
Ballerup, 9 March 2007
TrygVesta A/S
The Supervisory Board
Additional information:
For further information visit www.trygvesta.com or contact our
Investor Relations department;
Investor Relations Director
Ole Søeberg. Phone +45 4420 4520 and e-mail ole.soeberg@tryg.dk
TrygVesta is the leading Nordic provider of "peace of mind" solutions
with property & casualty insurance operations in Denmark, Norway,
Sweden and Finland. TrygVesta is listed on OMX Copenhagen Stock
Exchange and 60% of the shares are held by Tryg i Danmark smba.
