Extraordinary General meeting of Vestjysk Bank A/S
An extraordinary general meeting was held in Vestjysk Bank A/S on 2 December
2008 at 4.00 p.m.
All proposals according to the presented agenda were adopted, meaning that:
Merger of Vestjysk Bank A/S and Aktieselskabet Ringkjøbing Bank
The merger is subject to the conditions that the merger is adopted by the
general meeting of Aktieselskabet Ringkjøbing Bank in accordance with the merger
plan, that the merger is approved by the relevant authorities, including the
Danish Financial Supervisory Authority ("Finanstilsynet"), and that the new
shares of the merged bank will be listed on NASDAQ OMX Copenhagen A/S.
Capital increase
As part of the merger the share capital of Vestjysk Bank A/S will be increased
by a nominal amount of DKK 39,000,000 from DKK 86,000,000 to DKK 125,000,000 on
the condition that the merger is completed.
By-election to the board of directors
Poul Hjulmand and Carl Olav Birk Jensen joined the board of directors on the
condition that the merger is completed. Poul Hjulmand has been member of the
board of directors of Aktieselskabet Ringkjøbing Bank since 2003, and is also a
member of the board of directors of Landia A/S, Hydromann Holding A/S, Skjern
Vinduer A/S, Conset A/S, Samson Pumps A/S, Iron Pump A/S, Iron Pump Holding A/S,
Vestas Aircoil A/S, Vestjyske Net 150 KV A/S, RAH Holding A/S, RAH ADM A/S, RAH
Net A/S og RAH Service A/S og direktør i Landia A/S. Carl Olav Birk Jensen has
been member of the board of directors of Aktieselskabet Ringkjøbing Bank since
2001 and is experienced in the business and trade industry being executive
director of Central-Vask Ringkøbing ApS. Carl Olav Birk Jensen is also a member
of the board of directors in Ringkøbing Håndbold ApS.
Amendments to the articles of association - on condition that the merger is
completed
Change of secondary names
Abolition of the board of representatives with authorisation to the board of
directors to appoint a board of representatives
Amendment of the proxy rules to the effect that proxies maintain validity if no
quorum is present.
Authorisation to the board of directors to complete the merger
As the merger is subject to several conditions, the general meeting authorised
the board of directors to finally complete the merger when, in the opinion of
the board of directors, these conditions have been met. An announcement will be
issued upon exercise of the authorisation.
vestjyskBANK
Frank Kristensen
Managing Director
Appendix 1: Agenda
