Development of the Annual General Meeting on Thursday 14 March 2024
14 März 2024 - 4:57PM
Development of the Annual General Meeting on Thursday 14 March 2024
ANNOUNCEMENT
A.P. Møller - Mærsk A/S - Development of the
Annual General Meeting on Thursday 14 March 2024
The Annual General Meeting of A.P. Møller -
Mærsk A/S took place on Thursday 14 March 2024 as a completely
electronic general meeting in accordance with the below agenda.
The Board of Directors had appointed Niels
Kornerup, attorney-at-law, as Chairman of the meeting.
Agenda
- Report on the Company’s activities during the past financial
year.
The
Chairman of the Board of Directors gave a presentation of the
Company’s activities in the past year.
- Submission of the audited annual report for
adoption.
The
audited annual report was submitted and adopted.
- Resolution to grant discharge to directors.
The
General Meeting discharged the Directors from their
obligations.
- Resolution on appropriation of profit and the amount
of dividends i.a. in accordance with the adopted annual
report.
The
Board’s proposal for distribution of the result as set out in the
adopted annual report and distribution of dividends of USD 1,169
million to the shareholders, equivalent to DKK 515 per share of
nominally DKK 1,000, was adopted.
- The remuneration report is presented for
approval.
The remuneration report
was presented and approved.
- Any requisite election of members for the Board of
Directors.
Pursuant to the Articles of Association, Robert Maersk Uggla,
Marika Frederiksson, Thomas Lindegaard Madsen and Julija Voitiekute
stepped down from the Board of Directors.
Robert
Maersk Uggla, Marika Frederiksson, Thomas Lindegaard Madsen and
Julija Voitiekute were re-elected as members of the Board of
Directors.
Further, Allan Thygesen was elected as new member of the Board of
Directors.
Hereafter, the Board of Directors consisted
of:
Robert Maersk Uggla, Marc Engel, Kasper Rørsted, Marika
Fredriksson, Thomas Lindegaard Madsen, Julija Voitiekute, Arne
Karlsson, Bernard Bot, Amparo Moraleda and Allan Thygesen.
- Election of auditors.
PricewaterhouseCoopers Statsautoriseret Revisionspartnerselskab was
re-elected as auditor of the Company. The election applied to both
statutory financial and sustainability reporting.
- Deliberation of any proposals submitted by the Board
of Directors or by shareholders.
- The General Meeting adopted the Board’s proposal of
authorisation to the Board of Directors to declare extraordinary
dividend until the first annual general meeting in 2025.
- The General Meeting adopted the Board’s proposal to decrease
the Company’s share capital as follows:
The share capital will decrease from nominally
DKK 17,569,715,000 with nominally DKK 1,740,773,000 in total,
divided into 350,555 A shares and 1,390,218 B shares of DKK 1,000
to nominally DKK 15,828,942,000 by cancellation of own shares.
The capital decrease will take place at a
premium as it will take place at a price of 1,246.68 and 1,263.89
for A and B shares, respectively, cf. section 188, (2) of the
Danish Companies Act, corresponding to the average price at which
the shares have been repurchased. The amount from the capital
decrease will be paid out to the Company as owner of the shares as
the amount will be transferred from the Company’s capital reserves
to the free reserves.
Consequently, article 2.1 of the Articles of
Association will be changed with effect from the completion of the
capital decrease.
- The General Meeting approved the Board’s proposal of
an indemnification scheme for Board members of the Company.
- The General Meeting adopted the Board’s proposal of a new
article 19 in the Articles of Association reflecting the
indemnification scheme approved under item H.3.
- The shareholders AkademikerPension and LD Fonde’s proposal that
in line with the Company’s commitment to respect human rights and
in line with the UN Guiding Principles on Business and Human Rights
(UNGP), the Company and the Directors be authorized and directed by
the shareholders to publicly disclose sufficient documentation
regarding the Company’s human rights due diligence process in
accordance with the UNGP was not adopted.
- The shareholder Lotta Aho’s proposal that the Company should
start enforcing the Company’s Supplier Code of Conduct was not up
for decision.
_____________
Meeting adjourned.
Contact person: Head of Board Secretariat, Anne
Pindborg, tel. no. +45 33 63 36 61
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