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FORTIS (EBR:FORB) Fortis will hold General Shareholders' Meetings in Utrecht (Fortis N.V.) on 1 December and in Brussels (Fortis SA/NV) on 2 December. The agenda includes the composition of the Board of Directors. A review and account of Fortis's business situation will also be given, in particular the decisions that were taken between 28 September and 10 October 2008. And - in Belgium only and in accordance with the Belgian Company Code, section 633 - a resolution needs to be adopted on the continuation of activities.
The Chairman of the General Meeting will officially announce the resignation of all the current members of the Board of Directors and propose the election of a new Board of Directors.
Viscount Etienne Davignon will be nominated to hold office as the new Chairman of the Board of Directors of Fortis SA/NV and Fortis NV until the close of the Annual General Meeting of Shareholders in 2009 with the possibility of remaining for another year, provided the shareholders agree.
Jan-Michiel Hessels, Philippe Bodson and Louis Cheung Chi Yan will be nominated for non-executive membership of the Board of Directors until the close of the Annual General Meeting of Shareholders in 2009.
Karel De Boeck will be nominated for election to the Board of Directors until the close of the Annual General Meeting of Shareholders of 2010. He will be appointed CEO by the Board of Directors on the day of the meeting, 2 December 2008. Filip Dierckx will simultaneously step down as interim CEO.
'We very much appreciate Viscount Davignon being prepared to take on this task. His long and distinguished track record and familiarity with the Belgian and international community, and with the Fortis group will benefit the business and foster the relationship with its shareholders,' says interim chairman Jan-Michiel Hessels. 'Moreover, the re-appointment of some members of the Board of Directors will ensure that the necessary knowledge and experience is retained in the interests of the shareholder.
'We respect Filip Dierckx's decision to continue his career at Fortis Bank - the future BNP Paribas - and are very grateful for the way in which he has taken on the role of interim CEO in recent months.
'I have accepted the Board of Directors' proposal to nominate me as Chairman of the new Board of Directors to the General Meetings on 1 and 2 December,' says Etienne Davignon. 'If the General Meetings pass a resolution in favour of my appointment, I, together with my colleagues, will make every effort to formulate a plan for the future in order to create the best possible value for the shareholders. I'm sure this will be possible.'
The abbreviated agenda of these General Meetings will be available on the Fortis website (www.fortis.com) as from Saturday 8 November. It will also be published in several Belgian and Dutch daily newspapers.
Appendix : Curriculum vitae of Etienne Davignon and Karel De Boeck Fortis holding (Fortis SA/NV and Fortis N.V.) will, after the conclusion of the deal with BNP Paribas, include only (1) international insurance activities, (2) a 66% stake in a structured credit portfolio entity 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, and once the deal with BNP Paribas is concluded, will concern only international insurance activities.
