Extraordinary General Meeting of TK Development A/S on 1 July 2010
An Extraordinary General Meeting of TK Development A/S was held today.
The General Meeting adopted the resolution proposed by the Supervisory Board
according to item 1.a. on the agenda regarding a reduction of the Company's
share capital by nominally DKK 140,219,050.00 at par from nominally DKK
560,876,200.00 to nominally DKK 420,657,150.00. The capital reduction will be
implemented by reducing the denomination from a nominal value of DKK 20 to a
nominal value of DKK 15. The amount of the reduction is to be allocated to a
special fund that can only be used following a resolution to this effect at a
General Meeting; see section 188(1), para. 3, of the Danish Companies Act.
The reduction of the share capital according to the proposed resolution was
subject to the conditions that (1) the General Meeting would resolve, in
accordance with item 1.b. on the agenda, to increase the Company's share
capital by a nominal amount corresponding at least to the nominal amount of the
reduction set out above, and that (2) such a capital increase would actually be
made.
The General Meeting adopted the resolution proposed by the Supervisory Board
according to item 1.b. on the agenda to the effect that the Company's share
capital, after the capital reduction (see item 1.a. on the agenda), be
increased by nominally DKK 210,328,575.00, from nominally DKK 420,657,150.00 to
DKK 630,985,725.00, against cash payment with pre-emptive rights for the
Company's existing shareholders. This means that all shareholders will be
entitled to subscribe for new shares at a price of DKK 15 per new share of a
nominal value of DKK 15, pro rata to their holding of shares (a right to
subscribe for 1 new share for every 2 shares held).
The proposed resolution was subject to the condition that the Supervisory
Board's proposal set out in item 1.a. was adopted and implemented.
The General Meeting adopted the resolution proposed by the Supervisory Board
according to item 1.c. on the agenda to the effect that Article 2(1) of the
Company's Articles of Association be altered so as to reflect the resolutions
passed in accordance with items 1.a. and 1.b. Thus, Article 2(1) will be worded
as follows: ”The Company's share capital amounts to DKK 630,985,725.00, in
words, Danish kroner six hundred and thirty million nine hundred and
eighty-five thousand seven hundred and twenty-five 00/100, divided into shares
in the denomination of DKK 1.00 or multiples thereof.”
The General Meeting adopted the resolution proposed by the Supervisory Board
according to item 2 on the agenda regarding authorization for Attorney Morten
Jensen, the law office of Børge Nielsen, Aalborg, to register the adopted
resolutions and to make such alterations and corrections to the
resolutions as directed or recommended by the Danish Commerce and Companies
Agency for the purpose of implementing and registering the adopted resolutions.
TK Development A/S
Niels Roth
Chairman of the Supervisory Board
Please direct any queries regarding this Company Announcement to the Executive
Board of TK Development A/S, tel. +45 8896 1010.
