NN Group nominates new Supervisory Board members
(Thomson Reuters ONE) -
NN Group announces EGM to be held on 6 October 2015
The Supervisory Board of NN Group N.V. has nominated Hélène Vletter-van Dort,
Dick Harryvan and Robert Jenkins as new members of NN Group's Supervisory Board.
These nominations have been made in anticipation of a further reduction of ING
Group's shareholding in NN Group. This is in line with ING Group's intention to
divest its remaining shareholding in NN Group over time.
In line with the Relationship Agreement between NN Group and ING Group of 10
June 2014, ING is entitled to have two members in the Supervisory Board of NN
Group when ING's shareholding in NN Group falls below 35%. ING's entitlement to
have members in the Supervisory Board of NN Group lapses when ING's shareholding
in NN Group drops below 15%.
Members of the Supervisory Board are appointed by NN Group's shareholders. For
this purpose, an Extraordinary General Meeting of Shareholders (EGM) will be
held on 6 October 2015. The appointment of Hélène Vletter-van Dort to NN Group's
Supervisory Board will become effective as of the date of the EGM or as soon as
ING Group's shareholding in NN Group drops below 35%, whichever occurs later in
time. The appointments of Dick Harryvan and Robert Jenkins will become effective
as of the date of the EGM or as soon as ING Group's shareholding in NN Group
drops below 15%, whichever occurs later in time.
The nomination of Hélène Vletter-van Dort has been recommended by the Works
Council of NN Group. The proposed appointments of Hélène Vletter-van Dort, Dick
Harryvan and Robert Jenkins as members of NN Group's Supervisory Board have been
approved by the Dutch Central Bank (DNB).
The convocation of the EGM, including the agenda, an explanation of the agenda
items and instructions for attending the meeting are available on NN Group's
website www.nn-group.com/egm.
The meeting will be held on 6 October 2015, 16.00 CET, at NN Group's office at
Prinses Beatrixlaan 35, 2595 AK The Hague, the Netherlands. Shareholders can
register for the meeting as of 9 September 2015, 8.00 CET and no later than 29
September 2015, 17.00 CET.
Hélène Vletter-van Dort
Hélène Vletter-van Dort (50, Dutch) is a professor of financial law, governance
and securities law, as well as an advisor to the boards of various companies,
including companies in the financial sector. She currently holds several
teaching and research positions, including as a professor at the Erasmus School
of Law, the New York University and the University of Groningen. She is also a
member of the Dutch Corporate Governance Code Monitoring Committee and
chairperson of the board of Intertrust Investmentco B.V. Former positions
include member of the supervisory board of the Dutch Central Bank, member of the
board of the Netherlands Association of Securities Holders (VEB) and judge at
the Enterprise Chamber of the Amsterdam Court of Appeal.
Dick Harryvan
Dick Harryvan (62, Dutch) currently holds several non-executive positions,
including member of the advisory board of Gulf Bank and of OMFIF (an independent
research group), member of the supervisory board of ANWB B.V. and of ING DiBa
and partner at fintech fund Orange Growth Capital. Dick Harryvan is a former
member of the executive board of ING Group and former chief executive officer of
ING Direct. Other former positions include co-chairman of the International
Academy of Retail Banking and non-executive director of Voya Financial Inc.
Dick Harryvan has an extensive background in the international insurance sector
with several functions held at Nationale-Nederlanden, The Halifax Insurance
Companies and Peerless Insurance Co.
Robert Jenkins
Robert Jenkins (64, US citizen) has an extensive background in asset management.
He started his career in the Citigroup trading and sales organisation, where he
held several positions in various countries. After Citigroup, he joined Credit
Suisse and then F&C Asset Management. He also held the position of CEO F&C
Group. Most recently, he was an external member of the interim Financial Policy
Committee (FPC) at the Bank of England. Robert Jenkins is currently adjunct
professor of Finance and chairman of the AQR Asset Management Institute at
London Business School and he regularly contributes to the Financial Times.
ING has previously announced that it intends to divest its remaining stake in NN
Group over time, in line with its strategy to divest all of its insurance and
investment management businesses as part of the restructuring agreement with the
European Commission, ultimately by the end of 2016. ING Group's stake in NN
Group is currently 37.6% of outstanding shares (net of treasury shares).
Press enquiries Investor enquiries
Manel Vrijenhoek Investor Relations
+31 (0)6 5787 5065 +31 (0)88 663 5464
Manel.Vrijenhoek(at)nn-group.com investor.relations(at)nn-group.com
NN Group profile
NN Group is an international insurance and investment management company, active
in more than 18 countries, with a strong presence in a number of European
countries and Japan. With around 12,000 employees the group offers retirement
services, insurance, investments and banking to more than 15 million customers.
NN Group includes Nationale-Nederlanden, NN (formerly known as ING Insurance)
and NN Investment Partners (formerly known as ING Investment Management). NN
Group is listed on Euronext Amsterdam (NN).
Important legal information
NN Group's Consolidated annual accounts are prepared in accordance with
International Financial Reporting Standards as adopted by the European Union
("IFRS-EU") and with Part 9 of Book 2 on the Dutch Civil Code.
In preparing the financial information in this document, the same accounting
principles are applied as in the 2014 NN Group Consolidated annual accounts.
All figures in this document are unaudited. Small differences are possible in
the tables due to rounding . Certain of the statements contained herein are not
historical facts, including, without limitation, certain statements made of
future expectations and other forward-looking statements that are based on
management's current views and assumptions and involve known and unknown risks
and uncertainties that could cause actual results, performance or events to
differ materially from those expressed or implied in such statements. Actual
results, performance or events may differ materially from those in such
statements due to, without limitation: (1) changes in general economic
conditions, in particular economic conditions in NN Group's core markets,
(2) changes in performance of financial markets, including developing markets,
(3) consequences of a potential (partial) break-up of the euro, (4) the
implementation of the EC Restructuring Plan, (5) changes in the availability of,
and costs associated with, sources of liquidity as well as conditions in the
credit markets generally, (6) the frequency and severity of insured loss events,
(7) changes affecting mortality and morbidity levels and trends, (8) changes
affecting persistency levels, (9) changes affecting interest rate levels, (10)
changes affecting currency exchange rates, (11) changes in investor, customer
and policyholder behaviour, (12) changes in general competitive factors, (13)
changes in laws and regulations, (14) changes in the policies of governments
and/or regulatory authorities, (15) conclusions with regard to accounting
assumptions and methodologies, (16) changes in ownership that could affect the
future availability to us of net operating loss, net capital and built-in loss
carry forwards, (17) changes in credit and financial strength ratings, (18) NN
Group's ability to achieve projected operational synergies and (19) the other
risks and uncertainties contained in recent public disclosures made by NN Group
and/or related to NN Group.
Any forward-looking statements made by or on behalf of NN Group speak only as of
the date they are made, and, NN Group assumes no obligation to publicly update
or revise any forward-looking statements, whether as a result of new information
or for any other reason. This document does not constitute an offer to sell, or
a solicitation of an offer to purchase, any securities in the United States or
any other jurisdiction. The securities of NN Group have not been and will not be
registered under the U.S. Securities Act of 1933, as amended (the "Securities
Act"), and may not be offered or sold within the United States absent
registration or an applicable exemption from the registration requirements of
the Securities Act.
NN Group press release SB nominations and EGM:
http://hugin.info/160538/R/1947316/707061.pdf
This announcement is distributed by GlobeNewswire on behalf of
GlobeNewswire clients. The owner of this announcement warrants that:
(i) the releases contained herein are protected by copyright and
other applicable laws; and
(ii) they are solely responsible for the content, accuracy and
originality of the information contained therein.
Source: NN Group NV via GlobeNewswire
[HUG#1947316]
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Datum: 25.08.2015 - 08:02 Uhr
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