Max Bank's Extraordinary General Meeting held on 10 August 2010
Following the Extraordinary General Meeting, we inform you that:
a) The proposal to merge Max Bank A/S and Skælskør Bank Aktieselskab and to
increase the share capital was adopted, but could not be finally passed, since
less than 50% of the shares were represented.
b) The conditional election of Peter Fabricius Melchior and Henning Skovlund
to the Supervisory Board was adopted.
c) The proposal for a conditional amendment to the Bank's Articles of
Association was adopted, but could not be finally passed, since less than
50% of the shares were represented.
These proposals include:
Alteration of the Bank's secondary names
Abolishment of the provisions governing voting limits and ownership
imits
Amendment of the provision governing eligibility to stand as candidate for
the Supervisory Board of the Bank
Inclusion of provisions governing Skælskør Bank Aktieselskab's hybrid core
capital.
d) The proposal for a conditional expansion of the Supervisory Board's
authorisation to increase the Bank's share capital and hence an amendment to
article 3(2) of the Articles of Association was adopted, but could not be
finally passed, since less than 50% of the shares were represented.
e) The proposal to authorise the Supervisory Board to determine whether the
conditions for the performance of the merger have been met, and if the
Supervisory Board believes that such conditions have been met, it shall be
authorised, being granted a substitution right, to report the merger, the
change of its composition and the amendments to the Articles of Association to
the Danish Commerce and Companies Agency, was adopted.
The proposal to authorise the Supervisory Board to make, in conjunction
with the reporting of the adopted proposals to the Danish Commerce and
Companies Agency, such changes and additions to the proposals adopted,
including the Bank's Articles of Association, which may be required for
registration, was adopted, but could not be finally passed, since less than
50% of the shares were represented.
It was stated that, due to the Extraordinary General Meeting being inquorate in
respect of the merger and the amendments to the Articles of Association,
another extraordinary general meeting will be convened for Friday, 3 September
2010, at 3.00 p.m. at Max Bank's head office at Femøvej 3, Næstved, for the
final consideration of the proposals.
Otherwise, the Extraordinary General Meeting provided no information of
relevance to pricing that has not previously been published.
Max Bank's Extraordinary General Meeting held on 10 August 2010
| Source: Max Bank A/S