Course of Annual General Meeting

On 11 March 2021 the Annual General Meeting (the “Meeting”) in Pandora A/S (the “Company”) was held.

The Meeting considered the following agenda items.

1. The Board of Directors' (the “Board”) report on the Company's activities during the past financial year
The report was not a subject for voting. The Meeting took note of the report.

2. Adoption of the audited 2020 Annual Report
The audited 2020 Annual Report was adopted.

3. Presentation of the 2020 Remuneration Report
A advisory vote for was cast on the 2020 Remuneration Report.

4. Resolution proposed by the Board on remuneration to the Board for 2021
The proposed remuneration to the Board for 2021 was adopted.

The basic fee amounts to DKK 500,000.

The fee multipliers applicable to the Chair and deputy Chair as well as members and chairs of the board committees are reflected in the Remuneration Policy.
Members of the Board receive a fixed travel allowance when participating in any Company related meeting outside their country of residence:

•                  Within a continent: DKK 30,000,
•                  Overseas:                  DKK 60,000. 

5. Proposed distribution of profit as recorded in the adopted 2020 Annual Report, including the proposed amount of any dividend to be distributed or proposal to cover any loss
The Board’s proposal that no ordinary dividend be paid on the profit for the year available for distribution according to the 2020 Annual Report was adopted.

6. Election of members to the Board
Peter A. Ruzicka, Christian Frigast, Birgitta Stymne Göransson, Isabelle Parize, Marianne Kirkegaard and Catherine Spindler were re-elected as members of the Board. Heine Dalsgaard and Jan Zijderveld were elected as new members of the Board.

7. Election of auditor
Following the completion of an audit tender in 2020 and a recommendation from the Audit Committee, Ernst & Young P/S was re-elected as auditor.

8. Resolution on the discharge from liability of the Board and Executive Management.
The Board and Executive Management were discharged from liability.

9. Any proposal by the shareholders and/or Board.
The Board had submitted the following proposals:

9.1       Authorisation to the Board to effect one or more capital increases with pre-emptive rights for the shareholders.