Dalhoff Larsen & Horneman A/S
NOTICE OF ANNUAL GENERAL MEETING TO BE HELD ON 28 APRIL 2014 AT 1:30 PM

DGAP-News: Dalhoff Larsen & Horneman A/S /

28.03.2014 / 13:12

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In accordance with Article 7.1 of the Articles of Association, notice is hereby
given of the annual general meeting of Dalhoff Larsen & Horneman A/S to be held
on 



                        Monday 28 April 2014 at 1:30 p.m.



at Ellebjergvej 50-52 (meeting rooms in the courtyard), DK-2450 Copenhagen SV
with the following agenda: 



  1. Presentation and adoption of the audited annual report 
  2. Resolution on the appropriation of profit or loss as recorded in the
     adopted annual report
  3. Election of chairman, vice chairman and other members of the Board of
     Directors
  4. Election of auditor 
  5. Proposed resolutions
  6. 5.a    Proposal to approve the annual fee to the members of the Board of
     Directors
  7. 5.b      The Board of Directors requests an authorization from the general
     meeting in order that the company in the period until the next annual
     general meeting may acquire own shares for up to a total nominal value of
     10% of the company's share capital, including the company's existing
     holding of own shares. The consideration may not deviate by more than 5%
     from the bid price quoted on NASDAQ OMX Copenhagen at the time of the
     acquisition. The bid price quoted on NASDAQ OMX Copenhagen means the
     closing bid price all trades at 5:00 p.m.
  8. Any other business

Re 1

Presentation and adoption of the audited annual report.

Re 2

Resolution on the appropriation of profit or loss as recorded in the adopted
annual report. The Board of Directors recommends to the general meeting that no
dividend should be distributed for 2013. 

Re 3

The Board of Directors proposes that

  -- Kurt Anker Nielsen be re-elected as chairman of the Board of Directors,
  -- Agnete Raaschou-Nielsen be elected as vice chairman,
  -- Kristian Kolding, Lars Green and John Stær be re-elected as members of the
     Board of Directors. Peter Høgsted has announced that he does not stand for
     re-election to the Board of Directors.

Re 4

The Board of Directors proposes that KPMG (later in 2014 KPMG will change its
name to Ernst & Young) be re-elected as auditor. 

Re 5a

The Board of Directors proposes to set the annual fee to Board of Directors
members to DKK 120,000. Pursuant to the remuneration policy of the company,
each member of the Board of Directors receives a fixed remuneration, while the
remuneration for the chairman is three times as big and for the vice chairman
twice as big.  In addition, the chairman of the auditing committee receives a
supplementary fixed remuneration, and each member of the auditing committee
receives a supplementary amount corresponding to half of that amount. 

Re 5b

The Board of Directors requests an authorization from the general meeting in
order that the company in the period until the next annual general meeting may
acquire own shares for up to a total nominal value of 10% of the company's
share capital, including the company's existing holding of own shares. The
consideration may not deviate by more than 5% from the bid price quoted on
NASDAQ OMX Copenhagen at the time of the acquisition. 

If own shares are acquired it is the intention that these shall be cancelled
via a subsequent capital reduction. 

SPECIAL MAJORITY REQUIREMENTS

There are no special majority requirements in respect of the proposed
resolutions and they may therefore be passed by a simple majority of votes. 



Registration, admission, proxy and postal voting

Date of registration

A shareholder's right to participate in the general meeting and vote his/her
shares is determined on the basis of the number of shares held by the
shareholder on 21 April 2014 (the date of registration). The shares held by
each individual shareholder must be determined at the date of registration,
based on the ownership information registered about the shareholder in the
register of shareholders, and based on any notice of ownership received by the
company or the keeper of the register of shareholders for the purpose of
registration, but not yet registered, in the register of shareholders. 



Final date for notice of attendance and admission cards

Shareholders, or their proxies, who wish to attend the general meeting must
give notice to the company of their attendance no later than 24 April 2014 at
23.59 Danish time in accordance with Article 10.1 of the Articles of
Association and must obtain admission cards in due time as specified below.  
This requirement also applies to any advisor attending the meeting together
with a shareholder or his/her proxy. Admission cards can be obtained via the
company's website www.dlh.com. Alternatively, the enclosed form can be sent,
duly completed and signed, to Computershare, Kongevejen 418, DK-2840 Holte, or
by fax on +45 45 46 09 98, for receipt by Computershare no later than 24 April
2014 at 23:59 Danish time. The participants will then receive admission cards
for physical attendance at the address specified in the form. 

Proxies

If you are prevented from attending the general meeting, you may appoint a
proxy to cast the votes carried by your shares. The proxy form is available on
the company's website www.dlh.com. Alternatively, you may use the enclosed
form, which must reach Computershare no later than 24 April 204 at 23:59 Danish
time. The form can be sent, duly completed and signed, to Computershare,
Kongevejen 418, DK-2840 Holte, or by fax on +45 45 46 09 98. 

Postal voting

You may also vote by post prior to the date of the general meeting. By using
NemID, postal votes may be cast on the company's website www.dlh.com no later
than 25 April 2014 at 12:00 noon Danish time. Alternatively, please complete
and send the enclosed form, duly signed and dated, to Computershare for receipt
no later than 25 April 2014 at 12:00 noon Danish time. The form can be sent to
Computershare, Kongevejen 418, DK-2840 Holte, or by fax on +45 45 46 09 98. 

Finally, admission cards and ballot papers can be obtained via the company's
office by providing the name registered in the register of shareholders, or
presenting an account statement or a custody account statement from VP
Securities together with the shareholder's name and address. 

Share capital, voting rights and issuing bank

Under the Articles of Association, the company's share capital is DKK
267,832,485 as at the date of this notice. 

The Articles of Association provide the following voting rights in the company
as at the date of this notice: 

Following registration (see Article 10.2), each share of DKK 5.00 carries one
vote. 

The company's shareholders may exercise their financial rights through Danske
Bank as the issuing bank. 

Agenda, etc.

No later than three weeks before the date of the general meeting, the following
information will be available to the shareholders on the company's website
www.dlh.com: 



  1. The notice convening the general meeting
  2. The total number of shares and voting rights as at the date of the notice
  3. The agenda and the full text of all proposals
  4. A form for ordering admission cards, granting proxies, or casting postal
     votes
  5. The 2013 annual report
  6. Background information about the Board of Directors and the auditor, see
     agenda items 3 and 4

Right to ask questions

Prior to the general meeting, shareholders may submit written questions to the
company's management about matters affecting the assessment of the 2013 annual
report, the company's position in general, or other matters to be decided at
the general meeting. The shareholders' questions may also concern the company's
relations to other DLH group companies. Shareholders who wish to exercise this
right may send their questions by post to Dalhoff Larsen & Horneman A/S,
Ellebjergvej 50-52, 4., DK-2450 Copenhagen SV. The questions may be answered in
writing, for instance by making the answers available on the company's website:
www.dlh.com. The answering of a question may be omitted if the shareholder who
has asked the question is not represented at the general meeting. At the
general meeting, shareholders may also ask oral questions about these matters
to the company's management and oral questions about the annual report to the
company's auditor elected by the general meeting. 



                            Copenhagen, 28 March 2014

                      Dalhoff Larsen & Horneman A/S

                                        

                             The Board of Directors

                                        


         For further information about this announcement, please contact
President/CEO Kent Aren-toft, on tel: +45 4350 0101.
News Source: NASDAQ OMX


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Language:    English                        
Company:     Dalhoff Larsen & Horneman A/S  
 
 
             Denmark                        
ISIN:        DK0060038933                   
 
 
End of News    DGAP News-Service  
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