The Supervisory Board has at its meetings on 22th of March 2018 passed resolutions on:
Approval of the annual accounts for 2017, including distribution of the profit for the year.
The Supervisory Board voted that the annual accounts as presented and with additional information should be adopted as the Bank's annual accounts for 2017.
The Supervisory Board resolved that the profit for the year should be distributed as follows:
|Dividend on ECs (NOK 4,40 per ECC)||NOK 572m|
|Transferred to equalisation fund||NOK 580m|
|Transferred to ownerless capital||NOK 327m|
|Allocated to non-profit causes||NOK 322m|
The Supervisory Board set a cash dividend of NOK 4.40 per equity certificate (EC), altogether totalling NOK 572 m. This gives the EC holders a payout ratio of 50% of the group profit per EC. Further allocates NOK 322m to non-profit causes, also representing a payout ratio of 50%. Of this amount NOK 252m is transferred to the foundation Stiftelsen SpareBank 1 SMN and NOK 70m as gifts to non-profit causes. NOK 580m and NOK 327m are transferred to the dividend equalisation fund and the ownerless capital respectively.
The Board of Directors is authorised to distribute the amount allocated to non-profit causes.
Note was taken of the following: the report of the Board of Directors, declaration of senior employees' terms and conditions, the audit report and the corporate governance report.
Authorisation to issue subordinated debt
The Supervisory Board authorises the Board of Directors to raise subordinated loans, collectively or separately, in Norwegian currency or the equivalent in foreign currency, distributed as follows:
Subordinated debt NOK 1,000m
Hybrid capital NOK 1,000m
This authorisation remains valid until the final accounts for 2018 are adopted.
Authorisation to acquire and establish a security interest in the Bank's own equity certificates
The Supervisory Board unanimously authorises the Board of Directors to purchase, and to establish a security interest in, the Bank's treasury ECs in a total nominal amount of NOK 200m within the limits set forth in law and regulations and on the following terms:
I. The overall holding of ECs owned by the Bank and/or in which it has aconsensual security interest may not exceed 5 per cent of the Bank's ssued EC capital.
II. The smallest amount payable for ECs is NOK 1 and the highest amount is NOK 200.
III. This limit also applies to any consensual security interest such that theclaim which the security interest is to cover must be within the said amount limits.
IV. Purchase of ECs shall take place in the securities market via Oslo Børs. Disposal shall take place on the same market, in the event as a placing with employees in accordance with applicable laws and regulations.
V. The authorisation is valid for 15 months as from March 23rd 2018.
VI. The authorisation replaces the existing repurchase authorisation.
Election of chair of the Supervisory Board
Knut Solberg was elected as chair for a period of two years.
Election of members to the Board of Directors
Janne Thyø Thomsen was re-elected as Board member for a period of two years.
Mette Kamsvåg was elected as Board member for a period of two year.
Tonje Foss was elected as Board member for a period of two years.
Election of deputy chair of the Board of Directors
Bård Benum was re-elected as deputy chair of the Board of Directors for a period of two years.
Election to the Supervisory Board's Election Committee
Tove Lise Torve was re-elected as representative for the public appointees for a period of two years.
Marit Dille was re-elected as representative for the costumers for a period of two years.
Rolf Bratlie was re-elected as representative for the employees for a period of two years.
Stig Klomsten was re-elected as alternate for the public appointees for a period of two years.
Anders Skrove was re-elected as alternate for the employees for a period of two years.
Marit Collin was re-elected as alternate for the EC holders for a period of two years.
Elin Hagerup was re-elected as alternate for the costumers for a period of two years.
This information is subject of the disclosure requirements acc. to §5-12 vphl (Norwegian Securities Trading Act)