Adoption of financial statements of Ordina N.V.: Ordina appoints Mr J.G. van der Werf to Supervisory Board
(Thomson Reuters ONE) -
CFO Bart de Jong joins Management Board of Ordina N.V.
Nieuwegein, the Netherlands, 12 May 2010
The Annual General Meeting of Shareholders (AGM) of Ordina N.V., which was held
this afternoon, adopted the financial statements for 2009. In addition, Mr J.G.
van der Werf was appointed to the Supervisory Board and, partly in connection to
the revised Corporate Governance Code, the motion to amend the Articles of
Association and the proposed remuneration policy for the members of the
Management Board were adopted. Finally, the Annual General Meeting of
Shareholders granted some of the usual authorisations, such as for the issue and
purchase of treasury shares. Immediately following the Annual General Meeting of
Shareholders of Ordina N.V., the Supervisory Board appointed Mr B.H. de Jong
(Bart), CFO, as a managing director under the Articles of Association. With that
appointment, he has now become a member of the Management Board of Ordina
N.V..
Adoption of financial statements and declaration of dividend for 2009
This afternoon's Annual General Meeting of Shareholders of Ordina N.V. adopted
the financial statements for 2009. Ordina achieved EUR 542.3 million in revenue
from continuing operations in 2009, with total net profit for the year landing
at EUR 0.2 million. Considering the very modest net profit for the year, Ordina
has not, in accordance with the dividend policy, presented a dividend proposal
to the Annual General Meeting of Shareholders.
Composition of the Supervisory Board
The Annual General Meeting of Shareholders agreed to the appointment of Mr J.G.
van der Werf (Johan) as a member of the Supervisory Board of Ordina N.V. for a
period of four years. With his appointment, Mr Van der Werf will fill the
vacancy that was left on the Supervisory Board after Mr E.P. de Boer stepped
down.
Johan van der Werf is an experienced director. He is the Vice-Chairman of the
Supervisory Board of Delta N.V., the Vice-Chairman of the Supervisory Board of
Zevenwouden and the Vice-Chairman of the Supervisory Committee of the Utrecht
University Medical Centre. He is also a member of the Supervisory Boards of ONVZ
N.V. and De Lotto N.V. and is he a member of the Executive Committee of
Pensioenfonds Cultuur. Mr Van der Werf was appointed for his extensive executive
and line management experience in the financial sector, and his knowledge of the
healthcare sector. In addition, Mr Van der Werf has extensive experience in
social and human resource issues.
Adoption of amendment of Articles of Association and remuneration policy
This afternoon, the Annual General Meeting of Shareholders adopted the proposed
amendment of the Articles of Association of Ordina N.V.. The amendment is meant
to update the Articles of Association and create better alignment with the
principles and best practices of the revised Dutch Corporate Governance Code.
The Annual General Meeting of Shareholders this afternoon also adopted the
revised remuneration policy for the members of the Management Board.
Proxies
As a matter of standing practice, the Annual General Meeting of Shareholders
granted a number of proxies. Stichting Prioriteit Ordina Groep (the priority
trust) was authorised to issue new shares in Ordina N.V. and to exclude
pre-emptive rights in this process where appropriate. This proxy has been capped
at 20% of the outstanding share capital of Ordina N.V. as of today. In addition,
the Annual General Meeting of Shareholders authorised the Management Board to
purchase treasury shares for up to 10% of the outstanding share capital at a
price not exceeding the average closing price of the Ordina N.V. share on the
five trading days prior to the actual purchase, plus 10%.
Bart de Jong's appointment to the Management Board
Following the Annual General Meeting of Shareholders, Bart de Jong, CFO, was
appointed as a managing director under the Articles of Association and as a
member of the Management Board of Ordina N.V.. His employment contract is with
Ordina Holding B.V., as are all employment contracts of the members of the
Management Board. Mr De Jong's basic salary will be EUR 246,000 gross per year.
His variable income will be in keeping with the prevailing remuneration policy
as adopted by the Annual General Meeting of Shareholders.
The employment contract is of definite duration and will end contractually on 1
June 2014, after which it will be renewable for consecutive periods. If the
employment contract should be terminated beforehand without this being imputable
to Mr De Jong, Mr De Jong will be entitled to a severance payment of no more
than 24 times his gross monthly salary.
Mr De Jong will qualify for the Ordina average-pay pension plan with conditional
indexation. Mr De Jong will have a non-contributory pension.
Revenue and profit developments in Q1 2010
Ordina N.V. published a press release this morning that elaborates on market
developments in the first few months of 2010.
About Ordina
With our over 3,900-strong workforce, Ordina aims to improve the business
processes of enterprises in the Benelux by providing advisory services,
developing, implementing, integrating and managing auxiliary applications or
taking on a wide range of business processes, including ICT. Ordina N.V. was
incorporated in 1973. Ordina N.V. shares are quoted on Amsterdam's Euronext
Stock Exchange, where they are included in the Midkap Index.
For more information, please contact:
Ordina N.V.
Saskia Huuskes, Corporate Communications Director
Tel: +31 (0)30 - 663 7402
www.ordina.nl
[HUG#1415434]
12 May 2010 - Press Release - Adoption of financial statements of Ordina N.V.: http://hugin.info/130778/R/1415434/366643.pdf
Unternehmensinformation / Kurzprofil:
Datum: 12.05.2010 - 18:00 Uhr
Sprache: Deutsch
News-ID 20836
Anzahl Zeichen: 0
contact information:
Town:
Nieuwegein
Kategorie:
Business News
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