SimCorp A/S – Business transacted at the annual general meeting

Today, 23 March 2018, SimCorp A/S held its annual general meeting, at which the following were adopted:
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Uk   Denmark

Financial year 2017 and 2018

  • The Company’s audited annual report 2017.
  • The amendment of the Company’s remuneration and incentive policy and the remuneration of the Board of Directors for 2018 and until the next annual general meeting.
  • Distribution of profit according to the adopted annual report 2017. The dividend will be DKK 6.50 per share of DKK 1 and the remainder is transferred to next year.

Elections

  • Re-election of Jesper Brandgaard as chairman and Peter Schütze as vice chairman of the Board of Directors.
  • Re-election of Hervé Couturier, Simon Jeffreys and Adam Warby as members of the Board of Directors.
  • Election of Joan A. Binstock as new member of the Board of Directors.
  • Re-election of PwC as the Company’s auditor.

Share capital

  • Reduction of the share capital of the Company by nominally DKK 190,767 from nominally DKK 40,690,767 to nominally 40,500,000. However, not enough capital was represented at the meeting in order to pass this proposal, and thus an extraordinary general meeting will be summoned.
  • Authorisation to the Board of Directors, in the period until the next annual general meeting, to purchase own shares of up to 10% of the share capital, inclusive of the Company’s current holding of own shares.

Changes to articles of association

  • Change of number of Board members to 4 to 8.
  • Removal of maximum age requirement for Board members.

However, not enough capital was represented at the meeting in order to pass these proposals, and thus an extraordinary general meeting will be summoned.

Composition of the Board of Directors and its committees

After the annual general meeting, the Board of Directors held a board meeting to appoint members of its committees.

The Board of Directors, including its committees, are now composed as follows:

  • Jesper Brandgaard (chairman of the Board and of the Nomination and Remuneration Committee)
  • Peter Schütze (vice chairman of the Board and member of the Nomination and Remuneration Committee)

  • Simon Jeffreys (chairman of the Audit Committee)
  • Hervé Couturier (member of the Nomination and Remuneration Committee)
  • Adam Warby
  • Joan A. Binstock (member of the Audit Committee)
  • Else Braathen (employee-elected and member of the Audit Committee)
  • Vera Bergforth (employee-elected and member of the Nomination and Remuneration Committee)
  • Ulrik Elstrup Hansen (employee-elected)

Enquiries regarding this announcement should be addressed to:

Klaus Holse, Chief Executive Officer, SimCorp A/S (+45 3544 8800, +45 2326 0000)
Michael Rosenvold, Chief Financial Officer, SimCorp A/S (+45 3544 8800, +45 5235 0000)

Company Announcement no. 03/2018