Stock Exchange Release no. 57 Made public via OMX on 6 May 2009 NORDIC TANKERS A/S 5 May 2009 CVR NO. 76 35 17 16 On Thursday 23 April 2009 at 17:00, Nordic Tankers A/S held its annual general meeting at the Radisson SAS Falconer Center, Falkoner Allé 9, DK-2000 Frederiksberg. The Chairman of the Supervisory Board addressed a few words of welcome to the shareholders and stated that, in accordance with article 8.1 of the articles of association, the Supervisory Board had appointed Attorney Henrik Møgelmose as chairman of the meeting. The chair reviewed the provisions regarding the due notice and quorum requirements of the articles of association and the Danish Companies Act. With the consent of the general meeting, the chair then established that the general meeting had been duly convened and formed a quorum for the consideration of the items on the agenda. The chair stated that the management of the company and the auditor appointed by the general meeting were present. The chair read the agenda for the general meeting, which pursuant to article 6.3 consisted of the following: 1.Submission of the annual report for approval. The Supervisory Board proposes that the annual report be approved. 2.Resolution on appropriation of profit for the year. The Supervisory Board proposes that the profit for the year be allocated as stated in the annual report. 3.Election of members to the Supervisory Board. The following Board members are up for election: Klaus Kjærulff, Sven Rosenmeyer Paulsen, Mogens Buschard, Jesper Tullin, Jens Fehrn-Christensen and Flemming Krusell Sørensen. They all offer themselves for re-election. The Supervisory Board recommends their re-election. 4.Appointment of auditor. The Supervisory Board proposes re-appointment of Deloitte Statsautoriseret Revisionsaktieselskab. 5.Resolution on authorisation to the Supervisory Board to let the company acquire up to 10% of the company's treasury shares. 6.Proposed resolutions by the Supervisory Board and shareholders. No resolutions have been proposed for consideration by the annual general meeting. 7.Any other business. Re item 1 - Submission of the annual report for approval In continuation of the review printed in the annual report, the Chairman of the Supervisory Board presented a report for the preceding year, while the CEO of the company presented the financial statements for 2008, which showed that the group reported a profit of USD 4,607 thousand, down from USD 21,622 thousand for 2007. At 31 December 2008, group equity totalled USD 115,254 thousand as against USD 112,538 thousand at 31 December 2007. The Chairman of the Supervisory Board then presented the updated strategy for the company - Rebound 2012. The chair confirmed that the annual report had been duly signed and referred to the auditors' report on page 25 of the annual report. This was followed by a discussion of the report and accounts. A number of questions from the shareholders, including questions regarding the updated strategy, were answered by the Chairman of the Supervisory Board and the CEO of the company. After the discussion had ended, the general meeting adopted the report of the Supervisory Board and approved the annual report. Re item 2 - Resolution on appropriation of profit for the year The chair stated that it had been recommended that the profit for the year be carried forward to the next year. The general meeting adopted the proposed profit appropriation. Re item 3 - Election of members to the Supervisory Board The chair stated that the Supervisory Board recommended the re-election of Klaus Kjærulff, Sven Rosenmeyer Paulsen, Mogens Buschard, Jesper Tullin, Jens Fehrn-Christensen and Flemming Krusell Sørensen. In accordance with section 49(6) of the Danish Companies Act and with reference to page 23 of the annual report, the chair reviewed the executive functions of the proposed candidates in other Danish companies. The chair asked if there were other candidates and since this was not the case and nobody requested leave to speak, the chair established that the Supervisory Board had been re-elected. Re item 4 - Appointment of auditor The chair stated that the Supervisory Board recommended the re-appointment of the company's auditor, Deloitte Statsautoriseret Revisionsaktieselskab. An enquiry by the chair did not result in other proposals and since nobody requested leave to speak, the chair established that Deloitte Statsautoriseret Revisionsaktieselskab had been re-appointed as the company's auditor. Re item 5 - Resolution on authorisation to the Supervisory Board to let the company acquire up to 10% of the company's treasury shares The chair reviewed the proposal by the Supervisory Board that the Supervisory Board be authorised - in the period until the next annual general meeting - to let the company acquire up to 10% of its treasury shares, cf. section 48 of the Danish Companies Act. The consideration must not deviate by more than 10% from the average price on NASDAQ OMX (Copenhagen) at the time of acquisition. Since nobody requested leave to speak, the chair established that the proposal by the Supervisory Board had been adopted. Re item 6 - Proposed resolutions by the Supervisory Board and shareholders The chair stated that no resolutions had been received for consideration before the deadline specified in article 5.7 of the articles of association. Re item 7 - Any other business One shareholder requested leave to speak. ---------- The chair noted that there was no more business to be transacted, stepped down as chairman of the meeting and gave the floor back to the Chairman of the Supervisory Board for his closing remarks. The general meeting was adjourned at 19:00. Chairman of the meeting: Henrik Møgelmose
Dicisions of annual general meeting on the 23 april 2009
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