17 June 2024
NLB
d.d. General Meeting Confirms payment of EUR 110 million of
Dividends and Appoints Three Members to the Supervisory
Board
In accordance with the provisions set
out in the Rules of the Ljubljana Stock Exchange and the relevant
laws, the NLB Management Board hereby announce the results of votes
cast at the 42nd General Meeting of the Shareholders of NLB
d.d.
The
shareholders of NLB d.d. gathered today at the 42nd NLB d.d.
General Meeting. There were 66.92% of the shareholders with voting
rights present, who adopted resolutions proposed by the Management
and Supervisory Boards of NLB d.d., among them regarding the
allocation of distributable profit from the previous year and
appointment of three members to the NLB Supervisory
Board.
The shareholders decided that part of
the distributable profit would be paid out as dividends in a total
amount of EUR 110 million, which
is EUR 5.50 gross per share, on 26 June 2024.
The NLB has in the past years opted
for semi-annual dividend payments, with the second tranche usually
being confirmed and paid out towards the end of the year, allowing
for a frequent dialogue with all shareholders, among others,
regarding the appropriate management of the capital. At the
beginning of the year NLB namely announced an intention to pay a
second tranche of dividends in the same amount, which would bring
total dividend payout in 2024 to EUR 220 million. Given the
recently announced voluntary public takeover offer to acquire up to
100% of Addiko Bank AG we have updated our capital projections,
including all previously envisaged dividends for 2024 and 2025 and
have communicated the intention to maintain target capital levels
(Tier 1 at 15% given current regulatory levels) also with the
support of AT1 as preferred option (see
webcast materials from June 10, 2024, for more details).
Three Members of the Supervisory Board
Appointed
As the term of office of three
members of the Supervisory Board of NLB d.d., namely its Chairman
Primož Karpe, David Eric Simon, and Verica Trstenjak expired, the
General Meeting also appointed three members.
The shareholders re-appointed Primož
Karpe as a member of the Supervisory Board, and also appointed two
new members, namely Natalia Olegovna Ansell, a seasoned banker with
global experience and detailed knowledge of all technical aspects
of corporate banking, retail banking, wealth management, and, above
all, of payment and card systems; and Luka Vesnaver, Chairman of
the Board of Directors of the British-Slovenian Chamber of Commerce
with vast knowledge and experience in the field of corporate
finance in the region. All were appointed to a four-year term of
office. The mandate of the existing member of the Supervisory Board
begins on the day of his appointment, while the term of office of
newly appointed members begins after receiving all of the necessary
regulatory approvals.
"On behalf of the Supervisory Board,
I wish to thank our shareholders for their trust and support. I
also wish to wholeheartedly thank the outgoing members for their
contribution to the work of the Supervisory Board, and at the same
time extend a warm welcome to the pair of members newly appointed
today," said Primož Karpe after the General Meeting. "In the
capacity of a Chairman, I had the opportunity and privilege to
follow the development of both the supervisory authority and the
banking group itself for many years now - since the IPO
preparations and through that demanding process, until today's
successful business operations and ambitious plans for the future.
Together with colleagues from the Supervisory Board we are well
aware that the challenges facing the Group and expectations of
shareholders demand a professional, international best practice and
highly functional Board, with the ability to constantly improve and
to seamlessly shift across the governance mental models of passive,
mentoring, partnering and controlling Board. And having had the
privilege to mirror us against the best-of-class international and
global corporations' boards, we are confident we can meet your
expectations. NLB's Supervisory Board is well-balanced and one of
the most diverse international supervisory boards in the region,
aiming to add value by sharing experience and expertise, as well as
providing counsel and advice. At all times seeking to support NLB
Group's growth with prudent risk management, developing its talent
pool, and delivering returns to you, our shareholders," he
added.
In addition to the members appointed
today, the Supervisory Board also consists of its deputy Chairman
Shrenik Dhirajlal Davda, Cvetka Selšek, Islam Osama Zekry,
André-Marc Prudent-Toccanier, Mark William Lane Richards, and two
employee representatives, namely Tadeja Žbontar Rems and Sergeja
Kočar. The mandate of the latter also expired this year, however,
NLB Workers' Council has already appointed her for another
term.
Changes to the Remuneration Policy and Report
Confirmed
At the General Meeting, the
shareholders also confirmed changes to the Remuneration Policy for
the Members of the Supervisory Board of NLB d.d. and the Members of
the Management Board of NLB d.d., and the Report on Remuneration
for the members of the Management Body of NLB d.d. in the 2023
business year. The fourth version of the Remuneration Policy has
been updated to reflect shareholders' recommendations and includes
the most recent guidelines and best practices; while the Report on
Remuneration when compared to previous ones provides a more
in-depth review of the fixed and variable remuneration of the
members of the management body.
All adopted resolutions, together
with the voting results, are available to interested parties
on the bank's
website.
Results of the votes cast at the 42nd General Meeting of NLB
d.d.
Investor Relations
NLB d.d., Ljubljana