Van Lanschot's Annual General Meeting of Shareholders
The Annual General Meeting of Shareholders of Van Lanschot NV on 11 May 2011 voted in favour of all proposals.
Ms Kersten, lawyer and managing partner at Stibbe, was appointed member of the Supervisory Board.
Mr de Swaan (chairman), Mr Slippens and Mr Duron were reappointed to the Supervisory Board. Mr de Monchy stepped down as member of the Supervisory Board after having served on the Supervisory Board for the maximum term of office of twelve years.
Furthermore, the Annual General Meeting of Shareholders approved of the proposal to distribute a dividend of 0.70 per share. The dividend will be paid in cash and shall become payable on 20 May 2011.
Renewal of shareholder agreement with LDDM Holding BV
LDDM Holding BV and Van Lanschot NV have renewed the existing shareholder agreement which dates from 1999.
In the renewed shareholder agreement, LDDM reconfirms that it will continue to respect the independence and stand-alone nature of Van Lanschot. Within this scope, LDDM shall not cooperate in a third party's acquisition of an interest of 25% or more in the total issued share capital of Van Lanschot NV. In any future share issues, Van Lanschot will give LDDM the opportunity to keep its relative shareholding in Van Lanschot at a certain level, subject to certain conditions. As long as LDDM holds an interest of at least 7.5% in Van Lanschot's share capital, it has the right to recommend one member of the Supervisory Board of Van Lanschot. Mr G. van Lanschot currently holds a seat on the Supervisory Board, on the recommendation of LDDM.
Simplification of share structure Van Lanschot
The issued capital of Van Lanschot NV comprises ordinary A and ordinary B shares. The ordinary A shares are held by Stichting Administratiekantoor van gewone aandelen A Van Lanschot which has issued depositary receipts for those shares, that are listed on the Official Market of the Euronext Amsterdam stock exchange. The ordinary B shares are held by several large shareholders.
To simplify Van Lanschot's share structure, the Supervisory Board and the Board of Managing Directors have agreed to the conversion of the interest of the remaining holders of B shares (LDDM Holding BV and Stichting Pensioenfonds ABP) into depositary receipts for ordinary A shares. In accordance with the current policy, conversion will take place in three equal annual tranches, as a result of which all remaining B shares will be converted into A shares within a two-year period. All outstanding shares of Van Lanschot NV will then be in the form of ordinary A shares.
LDDM has a total interest of around 11% in Van Lanschot, of which 3,991,140 ordinary B shares. Stichting Pensioenfonds ABP has a total interest of around 13% in Van Lanschot, of which 2,940,872 ordinary B shares.
's-Hertogenbosch, the Netherlands, 11 May 2011
Van Lanschot NV is the holding company of F. van Lanschot Bankiers NV, the oldest independent bank in the Netherlands with a history dating back to 1737. Van Lanschot focuses on three target groups: high net-worth individuals, medium-sized businesses (including family businesses) and institutional investors. Van Lanschot stands for high-quality services founded on integrated advice, personal service and customised solutions. Van Lanschot NV is listed on Euronext Amsterdam.