Release no. 7 - 2007 To the Copenhagen Stock Exchange This is a translation of the Danish version. Only the Danish version is legally binding. ROCKWOOL INTERNATIONAL A/S Hovedgaden 584, Entrance C DK 2640 Hedehusene Phone: +45 4656 0300 www.rockwool.com 17 April 2007 ROCKWOOL INTERNATIONAL A/S CVR-nr. 54 87 94 15 Full-text proposals for submission at the Company's Annual General Meeting on Wednesday 25 April 2007. At the Annual General Meeting the Board of Directors will table the following proposals: Re. item 1. The Board of Directors' report of the company activities during the past financial year. Re. item 2. Presentation of the annual accounts together with the auditors' report. Re. item 3. Approval of the annual report for the past financial year and discharge of the Management and the Board of Directors. The Board of Directors proposes that the annual report be approved and that the Management and the Board of Directors be discharged from liability. Re. item 4. Allocation of profits according to the approved accounts. The Board of Directors proposes that the profit for the year of DKK million 969.0 be distributed as follows: Dividend per share of DKK 10: 9.6 207.9 DKK million Transferred profit 742.1 DKK million Minority interests 19.0 DKK million 969.0 DKK million Re. item 5. Election of members of the Board of Directors. According to Article 14 (a) of the Articles of Association, the members of the Board of Directors are up for election each year. The Board of Directors proposes re-election of Tom Kähler, Henrik Nyegaard, Preben Damgaard, Jan W. Hillege, Gustav Kähler and Jürgen Sengera. Re. item 6. Election of auditors. The Board of Directors proposes re-election of Ernst & Young, Statsautoriseret Revisionsaktieselskab. Re. item 7. Proposals, if any, from the Board of Directors or from shareholders. a. Adoption of the fee for the Board of Directors for 2006/2007 and for 2007/2008 The Board of Directors proposes that for the period from the annual general meeting in 2006 to the annual general meeting in 2007, the Board of Directors is remunerated as follows: Each member of the Board of Directors receives DKK 180,000. However, the Deputy Chairman receives DKK 330,000 and the Chairman receives DKK 480,000. Furthermore, the Board of Directors proposes that members of the Audit Committee each receives DKK 50,000 and members of the Compensation Committee each receives DKK 40,000. Furthermore, the Board of Directors proposes that for the period from the annual general meeting in 2007 to the annual general meeting in 2008, the Board of Directors is remunerated as follows: Each member of the Board of Directors receives DKK 230,000. However, the Deputy Chairman receives DKK 400,000 and the Chairman receives DKK 560,000. Furthermore, the Board of Directors proposes that members of the Audit Committee each receives DKK 60,000 and members of the Compensation Committee each receives DKK 50,000. The fees shall be paid quarterly in arrears. b. Authorization to acquire own shares. The Board of Directors proposes that the general meeting authorise the Board of Directors to let the Company acquire its own shares, including A shares as well as B shares, of a maximum nominal value of 10% of the Company's share capital, provided that the price of the shares at the time of purchase does not deviate by more than 10% from the most recent listed price, cf. section 48 of the Companies Act, such authorisation to be valid until the next annual general meeting.
Full-text proposals for submission at the Company's Annual General Meeting on Wednesday 25 April 2007
| Source: Rockwool A/S