Release no. 05 - 2012
To NASDAQ OMX Nordic Exchange
This is a translation of the Danish version.
Only the Danish version is legally binding.
ROCKWOOL INTERNATIONAL A/S
Hovedgaden 584, Entrance C
DK-2640 Hedehusene Phone: +45 4656 0300 www.rockwool.com
Danish CVR no: 54879415
Annual General Meeting 2012 Minutes
18 April 2012
The annual general meeting of Rockwool International A/S was
held on 18 April 2012 at 5:00 p.m. at Roskilde Kongrescenter,
At the general meeting the board of directors' report for the
financial year of 2011 was noted, the annual report for 2011
was approved and the management and the board of directors
were discharged from liability.
The general meeting adopted the fee of the board of
directors, and of members of the Audit Committee and the
Compensation Committee respectively, for the period from the
annual general meeting in 2012 to the annual general meeting
The general meeting approved the board of directors' proposal
for distribution of profit with a dividend of DKK 9.60 per
share of a nominal value of DKK 10, corresponding to a total
of DKK 207 million.
Heinz-Jürgen Bertram, Carsten Bjerg, Bjørn Høi Jensen, Thomas
Kähler, Tom Kähler and Steen Riisgaard were re-elected as
members of the board of directors. At the same time Jan W.
Hillege retired from the board of directors, as he has
attained the age of 70.
The board of directors constituted itself with Tom Kähler as
chairman, Steen Riisgaard as the first deputy chairman and
Carsten Bjerg as the second deputy chairman.
Ernst & Young, Godkendt Revisionspartnerselskab, was 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 maximum nominal value of 10% of the
company's share capital, provided that the price of the
shares at the time of purchase does not deviate by more than
10% from the most recent listed price, such authorisation to
be valid until t he next annual general meeting.
The general meeting
approved the revised guidelines for incentive-based
remuneration of the management and the revised remuneration
policy for the company's governing bodies as published on the
company's website, www.rockwool.com.
There were no further items on the agenda.
The board of directors