Minutes of Annual General Meeting 2022

Company announcement
for ROCKWOOL A/S
Release no. 3 – 2022
to Nasdaq Copenhagen        

6 April 2022

Minutes of Annual General Meeting 2022

The annual general meeting of ROCKWOOL A/S was held on 6 April 2022 at 3:00 p.m. at Roskilde Kongrescenter, Denmark.

At the general meeting, the board of directors’ report for the financial year of 2021 was noted, the annual report for 2021 was approved and the management and the board of directors were discharged from liability. Furthermore, the remuneration report for 2021 was approved.

The general meeting approved the remuneration of the board of directors, including the remuneration of members of the Audit Committee and the Remuneration Committee respectively, for the period from the annual general meeting in 2022 to the annual general meeting in 2023.

The general meeting approved the board of directors’ proposal for distribution of dividends of 35 DKK (4.7 EUR) per share of a nominal value of DKK 10, corresponding to a total of 102 MEUR.

Carsten Bjerg, Rebekka Glasser Herlofsen, Carsten Kähler, Thomas Kähler and Jørgen Tang-Jensen were re-elected as members of the board of directors. Ilse Irene Henne was elected as new member of the board of directors. At the same time, Andreas Ronken retired from the board of directors.

PricewaterhouseCoopers Statsautoriseret Revisionspartnerselskab (PwC) was re-elected as auditor of the company.

The general meeting authorised the board of directors to allow the company to acquire its own shares, A shares as well as B shares, of a total nominal value of up to 10 percent of the company’s share capital in the period until the next annual general meeting, provided that the price of the shares at the time of purchase does not deviate by more than 10 percent from the most recent listed price.

The general meeting also approved the board of directors’ proposal for amendments to the articles of associations regarding the opportunity to convert on a voluntary basis A shares to B shares in a ratio of 1:1. Further information about the practical aspects of the conversion will be published on the company’s homepage in connection with the announcement of the company’s 2022 half-year report.

It was further approved to change the company’s name from “ROCKWOOL International A/S” to “ROCKWOOL A/S” and to adopt the former name as a new secondary name for the company. As a consequence of these approvals, the company’s articles of association were amended.

The general meeting did not approve the shareholder proposals regarding the assessments of environmental and community impacts from siting of manufacturing facilities and the disclosure of political contributions.

After the general meeting, the board of directors constituted itself with Thomas Kähler as chairman and Carsten Bjerg as deputy chairman.

Further information:        

Michael Zarin
Vice President, Group Communications
ROCKWOOL A/S
[phone]

Attachment

• SE-2022-03_EN