10 April 2014
Announcement No. 06/2014
The Annual General Meeting was held in accordance with the published agenda, and the Annual Report including the proposal submitted by the Board of Directors for the appropriation of the result for the financial year was adopted.
The AGM adopted the proposal submitted by the Board of Directors to amend Article 16(1) of the Articles of Association to the effect that the previous provision stipulating that people who are employed by or work for another competing company are not eligible, has been deleted.
Furthermore, the AGM adopted the proposal submitted by the Board of Directors to reduce the Company's share capital by a total of 10,000,000 own shares. The reduction in share capital will be at a stock market price of DKK 144.74 per share, and a total of DKK 1,447,395,298 will be transferred from the Company's tied-up capital to its free reserves.
After the final implementation of the reduction, the share capital will be DKK 115,000,000.
Finally, the AGM adopted the proposal submitted by the Board of Directors to increase the remuneration paid to the Chairman of the Audit Committee and to change the remuneration policy of the Topdanmark Group accordingly.
Jens Maaløe retired from the Board of Directors. Torbjörn Magnusson was elected as a new member of the Board of Directors. All the other Board members elected at the AGM − Anders Colding Friis, Birgitte Nielsen, Michael Pram Rasmussen, Annette Sadolin and Søren Thorup Sørensen − were re-elected.
The Board of Directors elected Michael Pram Rasmussen as Chairman and Søren Thorup Sørensen as Deputy Chairman from among its members.
The Company's auditor, Deloitte, Statsautoriseret Revisionspartnerselskab, was re-elected.
Topdanmark's profit forecast model for 2014 continues to be DKK 950-1,050m (see announcement No. 03/2014) subject to an annual 7.0% return on equities and unchanged foreign exchange rates from the level on 21 February 2014. Furthermore, it is assumed that the return on interest-bearing assets hedging the discounted provisions is just sufficient to cover discounting and revaluation of the provisions, while the return on the remaining interest-bearing assets is assumed to be 2.31% (risk-free interest rate plus 2.0pp).
The expected share buy-back for 2014 also remains unchanged at DKK 1,700m. At 9 April 2014 Topdanmark had bought back own shares of DKK 447m, which leaves a balance of DKK 1,253m of the 2014 programme.
Please direct any queries to:
Steffen Heegaard, Group Communications and IR Director
Mobile +45 4025 3524
Topdanmark A/S
Reg. No. 78040017
Borupvang 4
2750 Ballerup