Annual General Meeting 2014

Resolutions and votes cast

Annual General Meeting of Shareholders 2014

Heerlen, NL, 07 May 2014, 18:00 CEST

The Annual General Meeting of Shareholders (AGM) took place on Wednesday 7 May 2014 at DSM’s head office in Heerlen, the Netherlands.

The shareholders or shareholder representatives attending the meeting represented 61% of the issued share capital entitled to vote. There is one vote per share and all the resolutions were approved.

Agenda item 2

The Managing Board elucidated the Annual Report for 2013.

Agenda item 3

The implementation in 2013 of the remuneration policy for the Managing Board was discussed.

Agenda item 4

The Financial Statements for 2013 were adopted.

  For Against Abstain Total
Votes 130,670,150 39,998 258,405 130,968,553
% 99.97 0.03   100.00

Agenda item 5a

The reserve policy and dividend policy were elucidated.

Agenda item 5b

The dividend per ordinary share to be paid for 2013 being €1.65 was declared. The final dividend (€1.15) to be made available in cash or ordinary shares, at the option of the shareholder was adopted.

  For Against Abstain Total
Votes 129,539,752 1,173,796 255,380 130,968,928
% 99.10 0.90   100.00

Agenda item 6a

The members of the Managing Board were released from liability in respect of their managerial activities; the release relates to the data revealed by the annual accounts and/or otherwise communicated to the General Meeting before the annual accounts were approved.

  For Against Abstain Total
Votes 128,541,653 2,163,362 264,465 130,969,480
% 98.34 1.66   100.00

Agenda item 6b

The members of the Supervisory Board were released from liability in respect of their supervisory role; the release relates to the data revealed by the annual accounts and/or otherwise communicated to the General Meeting before the annual accounts were approved.

  For Against Abstain Total
Votes 128,541,954 2,164,071 262,903 130,968,928
% 98.34 1.66   100.00

Agenda item 7a

Mr. Rolf-Dieter Schwalb was reappointed as member of the Managing Board.

  For Against Abstain Total
Votes 130,631,053 6,541 330,780 130,968,374
% 99.99 0.01   100.00

Agenda item 7b

Mrs. Geraldine Matchett was appointed as member of the Managing Board.

  For Against Abstain Total
Votes 130,621,715 13,964 333,803 130,969,482
% 99.99 0.01   100.00

Agenda item 8a

Mr. Rob Routs was reappointed as member of the Supervisory Board.

  For Against Abstain Total
Votes 121,531,977 7,749,639 1,685,258 130,966,874
% 94.01 5.99   100.00

Agenda item 8b

Mr. Tom de Swaan was reappointed as member of the Supervisory Board.

  For Against Abstain Total
Votes 103,143,430 27,489,222 334,222 130,966,874
% 78.96 21.04   100.00

Agenda item 9

KPMG Accountants NV was appointed as independent auditor for Koninklijke DSM NV.

  For Against Abstain Total
Votes 128,035,807 2,375,957 552,364 130,964,128
% 98.18 1.82   100.00

Agenda item 10a

The period during which the Managing Board is authorized to issue ordinary shares was extended.

  For Against Abstain Total
Votes 107,944,263 22,762,753 257,438 130,964,454
% 82.58 17.42   100.00

Agenda item 10b

The period during which the Managing Board is authorized to limit or exclude the preferential right when issuing ordinary shares was extended.

  For Against Abstain Total
Votes 104,713,056 25,993,684 257,712 130,964,452
% 80.11 19.89   100.00

Agenda item 11

Authorization was granted to the Managing Board to have the company repurchase own shares.

  For Against Abstain Total
Votes 129,424,168 1,248,343 291,142 130,963,653
% 99.04 0.96   100.00

Agenda item 12

The meeting resolved to reduce the issued capital by cancellation of own shares up to a maximum of the number that is or will be bought by the company.

  For Against Abstain Total
Votes 130,701,636 6,048 255,630 130,963,314
% 100.00 0.00   100.00

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