Notice of Annual General Meeting of Danish Ship Finance A/S
Pursuant to Article 4 of the Articles of Association, notice is hereby given of the Annual General Meeting of Danish Ship Finance A/S to be held on 29 March 2022 at 5:00pm at the company address, Sankt Annae Plads 3, Copenhagen K.
1. The Board of Directors’ report of the activities in Danish Ship Finance in 2021.
2. Submission of Annual Report 2021 for adoption.
- The Board of Directors proposes that the general meeting adopt the Annual Report 2021.
3. Grant of discharge to the Board of Directors and the Executive Board.
- The Board of Directors proposes that discharge be granted to the Board of Directors and the Executive Board.
4. Proposal for allocation of profits according to the adopted Annual Report.
- The Board of Directors proposes that dividend in the amount of DKK 89,910,000.00 be paid on A shares, equivalent to DKK 0.2997 per share of DKK 1. In accordance with Article 3.9.2 of the Articles of Association, dividend in the amount of DKK 38,110,000.76 will be paid on B shares, equivalent to DKK 1.1433 per share of DKK 1.
5. Resolutions proposed by the Board of Directors and shareholders.
6. Election of members to the Board of Directors.
- Pursuant to Article 5.2 of the Articles of Association, the Board of Directors is elected for a term of one year. Members are eligible for re-election. The Board of Directors proposes the re-election of: Eivind Kolding, Peter Nyegaard, Anders Damgaard, Christian Frigast, Thor Jørgen Guttormsen, Jacob Meldgaard, Michael Nellemann Pedersen, Henrik Sjøgreen.
Annex 1 contains detailed information about the candidates.
7. Appointment of external auditor.
- Pursuant to Article 9.2 of the Articles of Association, the General Meeting elects the company’s auditor for a term of one year. The General Meeting may elect one or more auditors.
- The Board of Directors proposes re-election of Ernst & Young Revisionspartnerselskab as external auditors in line with the recommendation of the Audit Committee. The Audit Committee’s recommendation is free from influence from third parties and no clauses restricting the choice by the general meeting to certain categories or lists of statutory auditors or audit firms have been imposed upon the Audit Committee.
8. The Board of Directors’ proposal for adjustments to the Remuneration Policy.
- The Board of Directors’ proposal appears from “Remuneration Policy 2022”. The policy is provided as Annex 2 to this agenda.
- The Board of Directors proposes that “Remuneration Policy 2022” be adopted.
9. Authorisation of the chairman of the meeting
- The Board of Directors proposes to authorise the chairman of the meeting – with the power of delegation – to notify the Danish Business Authority of the resolutions adopted and to make such changes and additions as may be required by the Danish Business Authority or other public authorities.
10. Any other business.
- The agenda, the remuneration policy and the audited Annual Report 2021 will be available on the company’s website at www.shipfinance.dk no later than two weeks before the General Meeting.
- Please be advised that the General Meeting will, if possible, be held on the basis of proxies granted by the company’s shareholders. Therefore, shareholders need not attend the General Meeting in person.
- A form of proxy is provided as Annex 3. Shareholders who want to use the form must complete and return it to Danish Ship Finance no later than 24 March 2022.
- Shareholders who do not want to grant a proxy, but prefer to attend the General Meeting in person, must request an admission card no later than 24 March 2022. Admission cards are available on request to Morten Søgaard Sørensen, tel. 3374 1077, or by e-mail to email@example.com. If requesting admission cards, please state whether you wish to bring an advisor to the General Meeting.