NEWS

(04/25/2017 / rkj)

AkzoNobel strongly supports Chairman in response to EGM request

The Supervisory Board has concluded that the request from Elliott Advisers to dismiss the Chairman does not meet the standards required under Dutch law. The request is irresponsible, disproportionate, damaging and not in the best interests of the Company. Given the sole agenda item, there is no legal basis for calling an EGM.

Within the last week alone, the management of AkzoNobel has held face-to-face meetings with shareholders at an Investor Day followed by an extensive international shareholder roadshow and today’s Annual General Meeting (AGM).  This dialog will continue to be intensive and the valued insights of AkzoNobel shareholders will be carefully considered by the Board of Management and the Supervisory Board.

AkzoNobel fully supports the rights that shareholders have under Dutch law. One of these rights is for shareholders representing at least 10% of issued share capital to request a general meeting as qualified by Dutch law. According to Dutch law, this includes meeting standards of reasonableness and fairness and a ‘legitimate interest’ test.

In its statement of April 12, 2017, AkzoNobel confirmed receipt of a request from certain shareholders, led by Elliott Advisors, to hold an EGM with the sole agenda item of dismissing Mr. Antony Burgmans as Chairman of the Supervisory Board. The Supervisory Board subsequently conducted a thorough review in response to this request and has taken detailed legal advice (see also footnotes below).

The Supervisory Board has concluded that the request from Elliott Advisers to dismiss the Chairman does not meet the standards required under Dutch law. The request is irresponsible, disproportionate, damaging and not in the best interests of the Company. Given the sole agenda item, there is no legal basis for calling an EGM.

Byron Grote, Deputy Chairman of the Supervisory Board said:
“Following a thorough review and careful considering of this request the Supervisory Board reiterates its unanimous support for Mr. Burgmans in his role as Chairman. His unique experience in international business and global transactions is crucial to the Company. He has played an important role in overseeing and supporting management in the transformation of the Company in recent years, contributing to its significantly improved performance.  It is essential that the steady and experienced hand of the Supervisory Board and its Chairman remains focused on the task of steering the company at this crucial time.”

AkzoNobel strongly respects and greatly values its shareholders and regularly engages in an open and direct dialog with them to better understand and consider their perspectives.