Notice of Extraordinary General Meeting of Jyske Bank A/S

This is to give notice of an Extraordinary General Meeting of Jyske Bank A/S, which will be held on Wednesday 14 September 2022, at 10.00 a.m. at Vestergade 8-16, 8600 Silkeborg, Denmark.

At the Extraordinary General Meeting held on 22 August 2022, the motion to amend the Articles of Association was adopted. However, the members in general meeting with a right to vote represented less than 90% of the share capital, wherefore the final adoption of the amendment to the Articles of Association is subject to adoption at a new Extraordinary General Meeting.

The AGENDA for consideration and final adoption.

a.	Motions proposed by the Supervisory Board:
	Reduction of Jyske Bank’s nominal share capital by DKK 47,279,050 (corresponding to 4,727,905 shares at a nominal value of DKK 10) from DKK 690,000,000 to DKK 642,720,950. With reference to S.188(1) of the Danish Companies Act we point out that the capital reduction takes place through cancellation of previously acquired own shares acquired by Jyske Bank in accordance with authorisation from members in general meeting. Hence, the capital reduction is spent on payment of capital owners. If the motion is adopted, Jyske Bank's holding of own shares will be reduced by 4,727,905 shares of a nominal value of DKK 10 These shares have been bought back at a total amount of DKK 1,699,780,525 which implies that, apart from the nominal capital reduction, a total amount of DKK 1,652,501,475 has been paid to the capital owners in connection with the buy-backs. The capital reduction takes place at a share premium since it will be at 359.52 for each share of a nominal amount of DKK 10, corresponding to the average price at which the shares have been bought back. In consequence of the above, the following amendment to the Articles of Association is proposed: Art. 2 to be amended to the effect that Jyske Bank’s nominal share capital be DKK 642,720,950 distributed on 64,272,095 shares.
b.	The Supervisory Board proposes that members in general meeting authorise the chairman of the meeting (with a right of substitution) to notify any resolutions adopted to the Danish Business Authority and to make such adjustments which may be required by the Danish Business Authority in connection with the registration of the resolutions adopted.