The company's Annual General Meeting was held today with about 400 people
attending.
Management's report
The Chairman reported, among other things, that Schouw & Co. projects
consolidated full-year 2009 revenue of approximately DKK 9 billion and a profit
before tax in the range of DKK 50-150 million exclusive of the effects from the
holding of Vestas shares.
Adoption of annual report
The shareholders voted to adopt the annual report and the Board's
recommendation that a dividend of DKK 3 per share be paid as well as the
proposed resolution to discharge the Board of Directors and the Management
Board from liability.
Reduction of the company's share capital
The shareholders approved the proposal by the Board of Directors to reduce the
Company's share capital from a nominal amount of DKK 280,000,000 to a nominal
amount of DKK 255,000,000 by cancelling 2,500,000 shares of DKK 10 nominal
value each, for a nominal value of DKK 25,000,000, from the Company's holding
of treasury shares, equal to 8.9% of the total share capital.
Authorisation to acquire own shares
The proposed resolution from the Board of Directors that, pursuant to section 48
of the Danish Public Companies Act, the Board of Directors be authorised to
allow the company, during the period until the next Annual General Meeting, to
acquire own shares for ownership or as collateral up to an aggregate value of
10% of the company's share capital against consideration was adopted.
Amendments to the Articles of Association
The shareholders adopted the resolution submitted by the Board of Directors to
amend article 2(3) of the Articles of Association regarding the company's
registrar to read as follows: I-INVESTOR Danmark A/S, Kongevejen 418, DK-2840
Holte, Denmark.
The Board of Directors' proposal to amend articles 2(2) and 2(7) of the Articles
of Association in consequence of Copenhagen Stock Exchange having changed its
name to NASDAQ OMX Copenhagen A/S was adopted.
Election of board members
Jørgen Wisborg was elected as a new member of the Board of Directors.
Appointment of auditors
KPMG Statsautoriseret Revisionspartnerselskab were re-appointed as the
company's auditors.
Authorisation
The shareholders authorised the chairman of the meeting to file the resolutions
approved by the general meeting for registration.
Any other business
No other business was considered.
Immediately after the general meeting the Board of Directors elected Jørn Ankær
Thomsen Chairman and Erling Eskildsen Deputy Chairman of the Board.
Aktieselskabet Schouw & Co.
