Annual General Meeting - Minutes


Release no. 09 - 2008
To NASDAQ OMX Nordic Exchange Copenhagen A/S

This is a translation of the Danish version.
Only the Danish version is legally binding.

ROCKWOOL INTERNATIONAL A/S
Hovedgaden 584, Entrance C
DK2640 Hedehusene
Phone: +45 4656 0300
www.rockwool.com

24 April 2008

General Meeting 23 April 2008

The Annual General Meeting of Rockwool International A/S was held on 23 April
2008 at Roskilde Kongrescenter, Denmark. 

At the General Meeting the Annual Report for 2007 was approved and the
Management and the Board of Directors were discharged from liability in
relation to the Annual Report. 

The General Meeting approved the Board of Directors' proposal for distribution
of profit with DKK 14.40 per share of nominal value DKK 10 each share. 

Tom Kähler, Henrik Nyegaard, Preben Damgaard and Jan W. Hillege were re-elected
as member of the Board of Directors. Steen Riisgaard and Thomas Kähler were
elected as new members of the Board of Directors. 

The Board of Directors constituted itself after the General Meeting with Tom
Kähler as the Chairman and Henrik Nyegaard as Deputy Chairman. 

Ernst & Young, Statsautoriseret Revisionsaktieselskab, was re-elected as
auditor of the Company. 

The General Meeting adopted the fee of the Board of Directors, members of the
Audit Committee and the Compensation Committee, respectively, for the period
from the Annual General Meeting in 2008 to the Annual General Meeting in 2009. 

The General Meeting adopted the guidelines for incentive-based remuneration for
the Company's registered management as defined by the Board of Directors. As a
consequence a new article 18 is inserted into the Articles of Association of
the Company; cf. attached revised Articles of Association. 

The General Meeting authorized the Board of Directors to let the Company
acquire its own shares, including A shares as well as B shares, of a maximum
nominal value of 10% of the Company's share capital, provided that the price of
the shares at the time of purchase does not deviate by more than 10% from the
most recent listed price, cf. section 48 of the Companies Act, such
authorisation to be valid until the next Annual General Meeting. 

There were no further items on the agenda.


The Board of Directors

Attachments

rockwool_articles-of-association_ogm-2008_en.pdf kf2008-09-en.pdf
GlobeNewswire

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