Annual General Meeting 2018

Resolutions and votes cast

Annual General Meeting of Shareholders 2018

The Annual General Meeting of Shareholders (AGM) took place on Wednesday 9 May 2018 at DSM’s head office in Heerlen, the Netherlands.

The shareholders or shareholder representatives attending the meeting represented 65.96% 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 explained the Annual Report for 2017.

Agenda item 3

The implementation of the New Dutch Corporate Governance Code was discussed.

Agenda item 4

The implementation in 2017 of the remuneration policy for the Managing Board was discussed.

Agenda item 5

The Financial Statements for 2017 were adopted.

	For	Against	Abstain	Total
Votes	143,828,964	447,177	31,499	144,307,640
%	99.69	0.31		100.00

Agenda item 6a

The reserve policy and dividend policy were explained.

Agenda item 6b

The dividend per ordinary share to be paid for 2017 being €1.85 was adopted.

	For	Against	Abstain	Total
Votes	144,254,326	23,001	31,400	144,308,727
%	99.98	0.02		100.00

Agenda item 7a

The members of the Managing Board were released from liability in respect of their managerial activities.

	For	Against	Abstain	Total
Votes	142,045,494	1,347,083	916,155	144,308,732
%	99.06	0.94		100.00

Agenda item 7b

The members of the Supervisory Board were released from liability in respect of their supervisory role.

	For	Against	Abstain	Total
Votes	142,047,419	1,347,183	916,802	144,311,404
%	99.06	0.94		100.00

Agenda item 8

Geraldine Matchett was reappointed as member of the Managing Board.

	For	Against	Abstain	Total
Votes	144,277,839	2,829	31,400	144,312,068
%	100.00	0.00		100.00

Agenda item 9

Rob Routs was reappointed as member of the Supervisory Board.

	For	Against	Abstain	Total
Votes	121,995,304	21,985,937	331,017	144,312,258
%	84.73	15.27		100.00

Agenda item 10

The external auditor was reappointed.

	For	Against	Abstain	Total
Votes	144,162,848	116,132	31,865	144,310,845
%	99.92	0.08		100.00

Agenda item 11a

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

	For	Against	Abstain	Total
Votes	126,332,521	17,944,526	31,515	144,308,562
%	87.56	12.44		100.00

Agenda item 11b

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	110,160,728	34,118,663	31,404	144,310,795
%	76.35	23.65		100.00

Agenda item 12

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

	For	Against	Abstain	Total
Votes	143,384,540	886,343	39,912	144,310,795
%	99.39	0.61		100.00

Agenda item 13

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	144,216,774	62,210	31,400	144,310,384
%	99.96	0.04		100.00

Agenda item 14

The amendment of the Articles of Association was adopted.

	For	Against	Abstain	Total
Votes	144,275,392	946	35,162	144,311,500
%	100.00	0.00		100.00

Published 09 May 2018