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FORTIS (EBR:FORB) Fortis will hold Extraordinary General Meetings of Shareholders on 11 February in Brussels and 13 February in Utrecht.
In accordance with the ruling of the Court of Appeal in Brussels on 12 December 2008, shareholders attending the Extraordinary General Meeting in Brussels (Fortis SA/NV) will be invited to vote on the decisions taken by the Board of Directors on 3, 5 and 6 October 2008 and on the agreements arising from the implementation of those decisions, with regard to the sale of business units to the Dutch and Belgian governments and to BNP Paribas.
Shareholders attending the Extraordinary General Meetings in both Brussels (Fortis SA/NV) and Utrecht (Fortis N.V.) will also be able to vote on the appointment of new board members.
The Board of Directors will propose the appointment of Mrs Ludwig Criel and Guy Selliers de Moranville as non-executive directors for a period of 2 years until the conclusion of the General Meeting of Shareholders of 2011.
Under the terms of the Articles of Association, candidates may be proposed by shareholders representing at least one per cent of Fortis's share capital or owning Units with a market value equivalent to at least EUR 50 million.
In this context, following candidates will be proposed:
Philippe Casier proposed by VEB/Deminor Jozef De Mey proposed by Ping An Andrew Spencer Doman proposed by Ping An Georges Ugeux proposed by VEB/Deminor Dirk van Daele proposed by VEB/Deminor Jan Zegering Hadders proposed by VEB/Deminor
The agenda for the two Extraordinary General Meetings of Shareholders will soon be published on www.fortis.com, together with explanatory notes.
Annex: brief CVs of the proposed candidates Fortis holding (Fortis SA/NV and Fortis N.V.) include only (1) Fortis Insurance Belgium (2) Fortis Insurance International, and (3) financial assets and liabilities of various financing vehicles. The international insurance activities (Fortis Insurance International) are located in UK, France, Hong Kong, Luxembourg (Non-Life), Germany, Turkey, Russia, and Ukraine, and in joint ventures in Luxembourg (Life), Portugal, China, Malaysia, India and Thailand. Fortis holding is therefore no longer involved in any banking activities.
Mr Ludwig Criel Mr Ludwig Criel was born in 1951 and is a Belgian national. He holds a degree in Economics and a management degree from Vlerick Leuven Gent Management School. Mr Criel has a longstanding career in the maritime industry which he started at Boelwerf NV in 1976. In 1982 he joined Almabo Group as financial director. In 1991 he started at Companie Maritime Belge (CMB) where he holds the position of Chief Financial Officer and member of the Executive Committee since 1993. Mr Criel is member of the board of directors of CMB nv, Euronav nv, Wah Kwong Shipping Holdings, De Persgroep nv, West of England Insurance Services and Air Contractors Limited.
Mr Guy de Selliers de Moranville Mr Guy de Selliers de Moranville was born in 1952 and is a Belgian national. He holds a Master degrees in Engineering and in Economics from the Louvain University in Belgium. He started his career in 1977 at the World Bank, where he was responsible for Metals and Mining projects. From 1982 unti1 990 he was Senior Vice President International Investment Banking at Lehman Brothers. From 1990 until 1997 he was Vice Chairman of the Credit Committee and member of the EBRD's Executive Committee. After this Mr de Selliers de Moranville was Chief Executive of MC-BBL Eastern Holdings, a Board member and Executive Chairman for Eastern Europe at Robert Fleming and Co. Ltd., Advisor to the European Commission and Co-Chairman of a task force mandated to develop a strategy to facilitate the implementation of energy projects of strategic interest in the context of the EU/Russia Energy Dialogue. Since 2003 Mr de Selliers de Moranville is Executive Chairman of Hatch Corporate Finance, founded in partnership with the Hatch Group. Mr de Selliers de Moranville holds the following board memberships: Solvay, Advanced Metal Group and Wimm Bill Dann. He is a member of the Advisory Board of Pamplona, and is the Chairman of the Board of Trustees of Partners in Hope. He was previously a member of the Fortis International Advisory Board.
Mr Philippe Casier Mr. Philippe Casier was born in 1944 and is a Belgian national. He is a civil engineer and holds an MBA from Cornell University. Mr. Casier started his career at the Compagnie Occidentale de Participation et de Gestion. In 1977 he joined the Suez-Tractebel Group. Within this Group, Mr. Casier has held various positions in Fabricom, the technical services company of Electrabel. He was Managing Director at Fabricom until 2004 and was director of several companies of the Suez-Tractebel Group. Mr. Casier holds a number of other Board memberships. He is member if the Board of Vlaams Economisch Verbond as well as the Union Wallonne des Entreprises.
Mr Jozef De Mey Mr De Mey was born in 1943 and is a Belgian national. He holds a degree in Mathematics from the University of Gent and graduated in Actuary at the University of Leuven. He started his career in 1967 at the Insurance Control Authorities of Ministry of Economic Affairs. From 1969 until 1971 he worked at Kredietbank Belgium. In 1971 he joined John Hancock, a financial services provider, where he held various positions untill he joined Fortis in 1990. At Fortis Mr De Mey served as general manager of Fortis International, CEO of Fortis AG and was appointed member of the Executive Committee in September 2000 where he was responsible for the Belgian and international insurance activities and in 2007 he was appointed Chief Invesment Officer within the Executive Committee. Mr De Mey left Fortis in December 2007. As of January 2008 Mr De Mey held/holds the following board memberships: Fortis Bank NV, Fortis Insurance NV, Fortis Insurance International, Fortis Insurance Netherlands, Fortis Insurance Belgium, Portima ( Chairman) and Geneva Association Mr Andrew Spencer Doman Mr Spencer Doman was born in 1951 in Australia and has a dual British and Australian nationality. He holds a master's degree in Business Administration from the University of New South Wales. He started his career as a Resident Medical Officer in 1975 and joined the Australian Diplomatic Service in 1976. Between 1981 and 1986, Mr. Spencer Doman held various positions at the New South Wales Health Department. He is currently Director at McKinsey & Company, Inc, where he has been working in various positions since 1986. In his current position, Mr. Spencer Doman deals with major client relationships in all sectors of financial services, ranging from Investment banking, wholesale banking, retail banking, asset management, hedge funds, private equity, asset management, life insurance, general insurance and financial services distribution (e.g. insurance brokerage). Mr Spencer Doman does not hold any other Board memberships.
Mr Georges Ugeux Mr. Ugeux was born in 1945 and is a Belgian national. He holds a Doctorate in Law and is Licentiate in Economics from the Catholic University of Louvain. Mr Ugeux started his career in at Societe Generale de Banque, where he became the General Manager of the investment banking and trust division. He later served as managing director of Morgan Stanley's Mergers and Acquisition department and as Group Finance Director at Societe Generale de Banque. In 1992 he became president and Managing Director of Kidder, Peabody Europe. In 1995 and 1996 he was President of the European Investment Fund. From 1996 to 2003, Georges Ugeux was heading the International Group of the New York Stock Exchange. Since 2003, Mr. Ugeux is Chairman and CEO of Galileo Global Advisors.
Mr Dirk van Daele Mr van Daele was born in 1961 and is a Belgian national. He holds a Licentiate in Economics and a Masters Arts from the University of Louvain in Belgium. Mr. van Daele started his career in 1984 at Generale Bank as a management trainee in Retail Banking. After that he has held several positions with Barclays de Zoete Wedd, UBS, for which he was based in Hong Kong and Singapore, and Dresdner Kleinwort Wasserstein, for which he was based in London, Frankfurt and Asia. Mr. van Daele is currently Co-Chief Executive Officer of DAM Capital, which he co-founded in 2003.
Mr Jan Zegering Hadders Mr Zegering Hadders was born in 1946 and is a Dutch national. He gained a master degree in business economics in Groningen followed by a postgraduate in business administration in Rotterdam. Next to that he followed an advanced executive education program at Wharton Business School. Mr Zegering Hadders started his career at AMRO Bank in 1972, where he held various positions in strategy, planning & control and marketing. In 1986 he joined Postbank as general manager wholesale banking, a role he continued after the merger with NMB in the new combination NMB Postbank. After the merger of NMB Postbank with Nationale Nederlanden, ING Group was created where mr Zegering Hadders served in different positions. He was general manager organisation, general manager corporate communications & Strategy, member of the Board of ING Netherlands/CEO WUH ( Mortgage and Securities Bank) and from 2004 until 2008 he was chairman of the Board of ING Netherlands/Head wholesale banking clients at ING Group. Mr Zegering Hadders is a supervisory board member at Grontmij nv, GET Holdings and E-concern.
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