b76d9edc-fac7-48f1-a564-b458a8d3b41b.pdf



MINUTES OF ANNUAL GENERAL MEETING


Rias A/5, CVR- no. 44 06 5 1 18


Date : 27 January 2016


Law Firm LLP

Kalvebod Brygge 39 - 41 DK - 1560 Copenhagen V

Tel: +45 33 300 200

Fax: +45 33 300 299

www.lundelmersandager.dk VAT No. 32 28 39 34


Peter Serensen

Attorney at Law ps@lundelmersandager.dk


Ref. 118965


U:RKE02_HRBestyrelseGeneralforsamlingGeneralforsamling 2016.01.27MinutesR! AS AS OGF 2016 - engelsk.docx


On 27 Ja nua ry 2016 the Annual General Meeting of Rias A/S, CVR -no. 44 06 51 18, was held at the Company 's premisesIndustrivej 11, 4000 Roskilde.


The agenda was :


1. Appointment of a Chairma n for the meeting.

  1. . The Ma nagement's Report on the Company 's activities in the past year.

  2. . Presentation for a pproval of the audited Annua l Report including Profit and Loss Account a nd Balance Sheet and resolution to exempt the Board of Directors and Management from lia bility.

  3. . Resolution with respect to the application of profits or covering of losses in accordance with the adopted A nnual Report.

  4. .Any other proposals from the Board of Directors or the shareholders. 6 .Election of the Chairma n of the Board of Directors.

The Board of Directors proposes re-election of Mr Jurgen Westphal, Ma naging Director, ThyssenKrupp Plastics GmbH.

  1. . Election of other members of the Board of Directors.

    The Board of Directors proposes re-election of Mr Peter Swinkels, Managing Director, ThyssenKrupp Otto Wolff N.V., Mr Steen Raagaard A ndersen, attorney at law, Lund Elmer Sa ndager Law Firm, a nd Mr Dieter Wetzel, Ma nager Controlling, ThyssenKrupp Plastics GmbH.

  2. . A ppointment of one or more auditors.

    The Board of Directors proposes re-election of PricewaterhouseCoopers, Statsautoriseret Revisionspa rtnerselska b.

  3. . Any other business.


The Boa rd of Directors proposed that Mr. Peter S0rensen, attorney at law, be elected Cha ir­ man of the Meeting. There were no other suggestions a nd Mr. Peter S0rensen was elected Chairman of the Meeting.


It was explained and documented that the Annual General Meeting had been convened by advertisements on the Company 's website, w w w.rias.dk, and via OMX on 4 January 2016 and notice had been given to the shareholders listed in the Shareholders Register or representa ­ tives who had made a request to this effect on the sa me date. Furthermore, notice had been given through the Da nish Business A uthority 's IT-system on 5 Ja nuary 2016.


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Shareholders representing 55.6%%of the total share capital of DKK 23,063,000were repre­ sented at the A nnual General Meeting. The represented shareholders totalled 409,442votes of which 312,500votes belonged to A-shareholders and 96.942votes belonged to B­ shareholders.


The Chairman ascertained that the Annual General Meeting had been lawfully convened and was quorate.


Mr. Henning Hess, Managing Director, presented the Report on the Company 's business in the past year on behalf of the Management.


There were some questions, w hich were answered.


The Annual General Meeting then took note of the Report.


The Company's audited Annual Accounts for the period 1October 2014 - 30September 2015

was presented and reviewed by Dannie Michaelsen, Finance Manager. The Annual Accounts showed a profit for the period of DKK 4,309,000.

There were some clarifying questions to the Annual Report, which were all answered. The Annual Accounts and Audit Book were then una nimously approved by the Meeting.

The Annual General Meeting also una nimously approved the proposal to accept the decision regarding discharge from liability for the Board of Directors and Management.


According to the approved Annual Accounts a nd Report from the Board of Directors, the Board of Directors proposed that the a nnua l result be distributed as follows:


Annual result 1October 2014 - 30September 2015DKK4,309,000


Shareholders dividends, DKK 18per DKK 100share

DKK

4,151,000

Transferred to retained earnings

DKK 158.000DKK 4.309.000


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The proposal was approved unanimously .


There were no proposals from the Board of Directors or shareholders .


It was proposed to re-elect Mr. Jurgen Westphal, Managing Director, ThyssenKrupp Plastics GmbH, as Chairman of the Board of Directors.


The proposal was unanimously adopted .


It was proposed to re-elect Mr Peter Swinkels, Managing Director, ThyssenKrupp Otto Wolff N.V./S.A ., Mr Steen Raagaard Andersen, attorney at law, Lund Elmer Sandager Law Firm and Dieter Wetzel, Manager Controlling, ThyssenKrupp Plastics GmbH.


The proposal was unanimously adopted .


The Board of Directors proposed that PricewaterhouseCoopers, Statsautoriseret Revi­ sionspartnerselskab be re-elected as auditors.


The proposal was unanimously adopted.


No further subjects for discussion .


The Cha irma n then thanked the Meeting for its orderly manner a nd the Annual General Meet­ ing was adjourned.



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Rias A/S issued this content on 27 January 2016 and is solely responsible for the information contained herein. Distributed by Public, unedited and unaltered, on 27 January 2016 10:50:20 UTC