November 5, 2021
NLB announces the convocation of the 37th General Meeting of Shareholders of NLB d.d., which will be held on 16 December this year, starting at 11 a.m., in a so-called hybrid model. This means that the meeting will be held both live (in the Cankarjev dom in Ljubljana) and in an electronic mode, taking place via the web portal. All interested stakeholders can find the proposed resolutions with clarifications and other materials and instructions for the General Meeting here.
At the meeting, a decision will be made on the additional allocation of distributable profit for 2020, as the Bank of Slovenia's decision restricting the payment of dividends expired at the end of September. Consequently, the NLB Management Board and Supervisory Board propose that EUR 67.4 million of distributable profit, which is EUR 3.37 per share, be paid to the NLB shareholders on 24 December 2021. The bank has already paid out two instalments of dividends this year: following the decision adopted at the NLB General Meeting on 14 June, EUR 12 million was paid to the shareholders on 22 June and second instalment of EUR 12.8 million on 18 October this year.
If this proposal will receive sufficient support from shareholders, the NLB will pay a total of EUR 92.2 million dividend in 2021, thus confirming a successful implementation of the Bank's business strategy including high dividends for shareholders. This is also the level of dividend payment which the NLB Management Board has been proactively pursuing throughout 2021 and the amount that has been communicated to the shareholders and interested public. Moreover, the Bank's intentions remain unchanged, which is that the total payment of dividends in the period 2021-2023 should exceed EUR 300 million, enabling the Bank to grow its business potential and at the same time ensure high dividend returns.
At this General Meeting, the NLB shareholders will also vote on the approval of the Remuneration Policy for the NLB Supervisory and Management Board Members, as required by the latest law amendments (Companies Act) applicable to all the companies whose securities are traded on an organised market. The policy is in line with the NLB’s and NLB Group’s goals and business strategy, organisational culture and values, long-term interests and ESG factors, measures to prevent conflicts of interest, risk profile and risk appetite.
The remuneration policy was approved by the Supervisory Board prior to the vote at the General Meeting. With it, the Bank pursues the principle of proportionality, taking into account its total assets, available equity and debt instruments and other criteria laid down in the EBA guidelines. The policy has been implemented at the level of the NLB Group in line with the local statutory and regulatory requirements, and it provides guidelines for prudent remuneration of the Bank’s Supervisory and Management Board members with the aim of efficient risk management. The Policy represents a binding framework with which the Bank determines such remuneration. Among other things, it provides a definition of fixed and variable remuneration for the Management Board members, criteria for monitoring their performance, the way the variable pay is allocated and paid out, as it can also be paid out in the form of instruments etc. The Remuneration Policy is available to all the interested stakeholders at the above mentioned link. In the future, it will be put forward to vote at the General Meeting upon any material amendment or at least every four years.