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FLSmidth Company Announcements

Summary of FLSmidth & Co. A/S Annual General Meeting

29.04.2011

Company Announcement to the Danish Financial Supervisory Authority No. 09-2011, 29 April 2011

On Friday 29 April 2011 at 16.00 hours, FLSmidth & Co. A/S held its Annual General Meeting at Radisson SAS Falconer Hotel & Conference Center, Frederiksberg with the
following agenda:

 

  1. Management's review

 

  1. Submission and approval of the Annual Report

 

  1. Distribution of profits in accordance with the approved Annual Report

 

  1. Election of members of the Board of Directors

 

  1. Appointment of auditor

 

  1. Other business

- Resolution 6.1: Authorisation to let the Company acquire treasury shares

 

Re 1-3: Items 1 to 3 on the agenda were dealt with as one item. The Annual General Meeting noted the management's review, adopted the Annual Report and exempted the Management and the Board of Directors from liability. The Board's resolution to pay out a dividend of DKK 9 per share was adopted.

 

Re 4: Pursuant to Article 11 of the Articles of Association, the Board members elected by the Company in General Meeting shall retire at each Annual General Meeting. The
following members of the Board of Directors elected at the general meeting - Mr Jens S. Stephensen, Mr Torkil Bentzen, Mr Jesper Ovesen, Mr Martin Ivert and Mr Vagn Sørensen were reelected. The General Meeting also elected Mr Sten Jakobsson new member of the Board. Mr Jørgen Worning did not stand for reelection, pursuant to the Company rules of procedure stating that a Board member must retire at the first Annual General Meeting held after the member has turned 70.

 

Re 5: The General Meeting approved the proposal by the Board of Directors to reappoint Deloitte Statsautoriseret Revisionsaktieselskab as auditors.

 

Re 6.1: The Board of Directors was authorised until the next Annual General Meeting to let the Company acquire treasury shares up to a total nominal value of 10 per cent of the Company's share capital pursuant to Section 12 of the Limited Liability Companies Act. The consideration for the shares acquired must not deviate more than 10 per cent from the official price quoted on NASDAQ OMX Copenhagen A/S at the time of acquisition.

 

The chairman of the General Meeting, Mr Klaus Søgaard, closed the Annual General Meeting at 17.11hours. 460 shareholders, representing 22.17% of the votes, attended the Annual General Meeting.

 

At the subsequent initial Board meeting, the Board elected Mr Vagn Sørensen as
Chairman and Mr Jens S. Stephensen as Vice Chairman.

 

Yours faithfully

Corporate Communications & Investor Relations