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Nordic Shipholding — AGM Information 2013
Apr 23, 2013
3449_iss_2013-04-23_261db42d-54b5-4796-b73a-00634d1d78cb.pdf
AGM Information
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Nordic Shipholding A/S - Ordinary General Meeting 23 April 2013
Company Announcement No. 4/2013 Published via NASDAQ OMX on 23 April 2013
This Tuesday, 23 April 2013, Nordic Shipholding A/S held its ordinary general meeting with the agenda published in the notice convening the meeting dated 27 March 2013.
The annual report for the financial year 2012 and the board's proposal to cover the year's losses were adopted.
Following the board's proposal, the company's management and board of directors were granted discharge.
The board elaborated on the company's financial situation given the fact that the company's has lost its equity capital, including discussing the cause for the loss and the prospects for the company to stay in operation. The company's equity capital is lost and negative by USD 37.4 million. The main cause is the expiry of moratorium on 30 June 2013, as set out in the company's annual report, which results is a depreciation of the company's vessels by USD 37.7 million and a likewise depreciation of goodwill by USD 2 million. As already mentioned, the board and the company's banks are striving to find a more permanent solution to the company's financial problems. These efforts may, inter alia, include a refinancing of the company by injecting new equity capital from new or existing shareholders, and - as part of such injection of equity capital - the possibility for the company's banks to convert part of their outstanding loans to new shares in the company. Should it not be possible to find a new investor, the company's banks desire a controlled winding-up of the company.
The board's proposals to change of the company's domicile as well as amending item 6.4 in the articles of association on location for convening the company's general meeting were adopted. Finally, the board's proposal to amend item 11.2 of the articles of association to read that board members elected by the general meeting shall number 3-8 members going forward was adopted.
The board's proposal to reelect Knud Pontoppidan, Erik Bartnes, Mogens Buschard, Kristian V. Mørch and Saravana Sivasankaran as members of the company's board of directors was adopted.
PricewaterhouseCoopers, Statsautoriseret Revisionspartnerselskab, was reelected as the company's auditor at the board's suggestion.
The board was granted authority to let the company buy back up to 10% of the company's own shares.
The board's proposal on the remuneration of the board for 2013 was adopted.
At a follow-up board meeting, the board of directors elected Knud Pontoppidan as chairman and Erik Bartnes as vice-chairman.
Copenhagen, 23 April 2013
Knud Pontoppidan, chairman of the board of directors, Nordic Shipholding A/S: +45 40 58 36 40