Annual General Meeting

The Annual General Meeting in DNB ASA was held on 24 April 2014 in Oslo.

The Annual General Meeting in DNB ASA approved the Board of Directors' proposal for the 2013 annual report and accounts, including distribution of a dividend for 2013 of NOK 2.70 per share to registered shareholders as of 24 April 2014, to be distributed as from 8 May 2014. The shares in DNB ASA will be quoted ex-dividend on 25 April 2014.

The General Meeting endorsed the Election Committee's proposal for the election of ten members to the Supervisory Board, election of assistant chairman, one member and one deputy to the Control Committee and election of three members to the Election Committee. The General Meeting also approved the Election Committee's proposal for remuneration rates for the Supervisory Board, Control Committee and Election Committee.

The General Meeting authorised the Board of Directors of DNB ASA to acquire own shares for a total face value of up to NOK 325,759,772, corresponding to 2 per cent of share capital. The shares may be purchased through the stock market. Each share may be purchased at a price between NOK 10 and NOK 200. Acquired shares shall be sold in accordance with regulations on the reduction of capital. The authorisation will be valid for a period of 12 months from 24 April 2014.

An agreement has been signed with the Norwegian Ministry of Trade and Industry for the redemption of a proportional share of government holdings to ensure that the government's percentage ownership does not change as a result of the redemption of repurchased shares.

Minutes from the Annual General Meeting in DNB ASA 24 April 2014 

Minutes from the Annual General Meetings in DNB ASA

Minutes from the Annual General Meeting in DNB ASA 24 April 2014 (In Norwegian only)
Minutes from the Annual General Meeting in DNB ASA 30 April 2013

Minutes from the Annual General Meeting in DNB ASA 25 April 2012
Minutes from the Annual General Meeting in DNB ASA 28 April 2011
Minutes from the Annual General Meeting in DNB ASA 27 April 2010

The shareholder's right to have matters discussed at the general meeting

For information about your rights as a shareholder, reference is made to the Norwegian Public Limited Liability Companies Act, especially chapters 4 and 5. Special note should be made of the following stipulations and the deadline for presenting proposals for resolutions etc.:

Section 5-11. The shareholders' right to have matters discussed at the general meeting

A shareholder shall be entitled to have an issue discussed at the general meeting. The issue must be submitted in writing to the board of directors no later than seven days before the deadline for sending the notice of the general meeting, together with a proposal for a resolution or the grounds for including the issue on the agenda. If the notice has already been sent, a new notice convening the general meeting must be sent provided that the deadline for convening the general meeting has not expired. A shareholder is also entitled to submit proposals for resolutions.

Section 5-15. The management's duty of disclosure

(2) A shareholder may demand that members of the board of directors, members of the corporate assembly and the general manager provide available information at the general meeting about matters which may affect the assessment of
1. the approval of the annual accounts and directors' report;
2. items which have been presented to the shareholders for decision;
3. the company's financial position, including information about activities in other companies in which the company participates and other business to be transacted at the general meeting, unless the information demanded cannot be disclosed without causing disproportionate harm to the company.
(3) If it is necessary to first obtain information, so that a reply cannot be given at the general meeting, a written reply must be prepared within two weeks after the meeting. The reply must be kept available to the shareholders at the office of the company and must be sent to all shareholders who have requested the information. If the reply must be regarded as being of significance to the assessment of matters pursuant to subsection (1), the reply must be sent to all shareholders with a known address.

Please note that this is a translation and that the legal force remains with the authentic text of law as it appears in Norwegian.

Shareholders wishing to submit an issue discussed at the general meeting can send this either by letter to:

DNB ASA
att: Konsernsekretariatet
N-0021 OSLO
Norway
or by e-mail: konsernsekretariatet@dnb.no

Proposal to representatives of DNB's governing bodies

Shareholders who wish to propose candidats that they believe are suitable to be represented
in the governing bodies of DNB, may send their proposals to the Group Secretariat who
will pass these on to the Election Committee.

Please send the proposals, including name, residence, nationality and a brief CV of the candidats, to:

DNB ASA
Group Secretariat
N-0021 OSLO
Norway


E-mail: konsernsekretariatet@dnb.no
Contact us
Contact details for enquiries regarding the Annual General Meeting:

e-mail

mail:
DNB ASA
att: Konsernsekretariatet
N-0021 Oslo
Norway


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