ANNOUNCEMENT NO. 18 - 2007
31 July 2007
Agenda for the Extraordinary General Meeting
Enclosed please find agenda for the Extraordinary General Meeting in A/S
Dampskibsselskabet TORM to be held on 14 August 2007.
Contact Klaus Kjærulff, CEO, tel.: +45 39 17 92 00
About TORM
TORM is one of the World's leading carriers of refined oil products and has
significant activities in the bulk market. The Company operates more than 100
modern and secure vessels, most of them in pool co-operation with other
respected shipping companies, sharing TORM's commitment to safety,
environmental responsibility and customer service.
TORM was founded in 1889 and has constantly adapted itself and benefited from
the significant changes characterizing shipping. The Company conducts business
all over the World and is headquartered in Copenhagen, Denmark. TORM's shares
are listed in Copenhagen (ticker TORM) as well as on NASDAQ (ticker TRMD). For
more information, visit www.torm.com.
SAFE HARBOUR STATEMENT - FORWARD LOOKING STATEMENTS
Matters discussed in this release may constitute forward-looking statements.
Forward-looking statements reflect our current views with respect to future
events and financial performance and may include statements concerning plans,
objectives, goals, strategies, future events or performance, and underlying
assumptions and other statements, which are other than statements of historical
facts.
The forward-looking statements in this release are based upon various
assumptions, many of which are based, in turn, upon further assumptions,
including without limitation, management's examination of historical operating
trends, data contained in our records and other data available from third
parties. Although TORM believes that these assumptions were reasonable when
made, because these assumptions are inherently subject to significant
uncertainties and contingencies which are difficult or impossible to predict
and are beyond our control, TORM cannot assure you that it will achieve or
accomplish these expectations, beliefs or projections.
Important factors that, in our view, could cause actual results to differ
materially from those discussed in the forward-looking statements include the
strength of world economies and currencies, changes in charter hire rates and
vessel values, changes in demand for “tonne miles” of crude oil carried by oil
tankers, the effect of changes in OPEC's petroleum production levels and
worldwide oil consumption and storage, changes in demand that may affect
attitudes of time charterers to scheduled and unscheduled dry-docking, changes
in TORM's operating expenses, including bunker prices, dry-docking and
insurance costs, changes in governmental rules and regulations including
requirements for double hull tankers or actions taken by regulatory
authorities, potential liability from pending or fu
ture litigation, domestic and international political conditions, potential
disruption of shipping routes due to accidents and political events or acts by
terrorists.
Risks and uncertainties are further described in reports filed by TORM with the
US Securities and Exchange Commission, including the TORM Annual Report on Form
20-F and its reports on Form 6-K.
AGENDA
Extraordinary General Meeting in
Aktieselskabet Dampskibsselskabet TORM (CVR NO 22460218)
to be held on
Tuesday, 14 August 2007 at 15:00 hours
at Radisson SAS Falconer
Falkoner Allé 9
DK-2000 Frederiksberg
***
1. Proposals from the Board of Directors:
a. Authorisation to the Board of Directors to resolve to distribute interim
dividend.
b. Authorisation to the Board of Directors (with a right of substitution) to
apply for registration of the resolutions passed and to make any such
amendments thereto as may be required or requested by the authorities as a
condition for registration or approval.
Re 1 a:
The Board of Directors proposes that the Board of Directors be authorised
pursuant to Section 109a of the Danish Companies Act to distribute interim
dividend and that the following authorisation be added as a new Section 3.8 of
the company's articles of association:
“The Board of Directors has been authorised by the general meeting to resolve
to distribute interim dividend.”
Re 1 b:
The Board of Directors (with a right of substitution) shall be authorised to
apply for registration of the resolutions passed and to make any such
amendments thereto as may be required or requested by the Danish Commerce and
Companies Agency, OMX Nordic Exchange Copenhagen A/S or any other public
authority as a condition for registration or approval.
* * *
In accordance with Section 73(5) of the Danish Companies Act please be informed
that the Company's share capital amounts to nom. DKK 364,000,000.00 divided
into shares of nom. DKK 5.00 each. Each share of DKK 5.00 gives one vote.
The general meeting is only legally competent to transact business when at
least 1/3 of the share capital is represented, cf. Article 9(1) in the Articles
of Association of the Company.
Approval or adoption of the proposals under items 1 a and 1 b requires simple
majority, cf. Article 9(2) in the Articles of Association of the Company and
Sections 77 and 109a(1) of the Danish Companies Act.
Notice convening the extraordinary general meeting will be sent to all
shareholders entered in the Company's register of shareholders and/or
ADR-holders who have registered their holdings with the Company, and who have
made a request therefore.
The agenda with the complete proposals will be available for review at the
offices of the Company at least 8 days prior to the extraordinary general
meeting.
Admission cards to the extraordinary general meeting can be obtained against
presentation of appropriate proof of identification (VP reference number) not
later than 4 days before the meeting from:
VP Investor Services, tel. +45 4358 8866, fax +45 4358 8867
from whom voting cards within the same deadline can be obtained by shareholders
being entitled thereto pursuant to Article 7(3) in the Articles of Association.
Hellerup, 31 July 2007
The Board of Directors
