Skuld Annual General Meeting 3 September 2015

Circular

Published: 9 September 2015

At the Annual General Meeting of Assuranceforeningen Skuld (Gjensidig) ("the Association") held in Oslo, Norway on 3 September 2015, members and clients received reports on matters of importance to the Association's business and annual elections were held.
 

1. 2014 Financial Year

The Board of Directors' report and the financial statements for the Association for the year ending 20 February 2015 were approved by the Annual General Meeting.
 

2. Review of Policy Years

2012 Policy Year:  The AGM decided to close the 2012 policy year without supplementary calls.

2013 Policy Year:  The year will be kept open until 2016.

2014 Policy Year:  The year will be kept open until 2017.
 

3. Statutes amendments

Statutes of Assuranceforeningen Skuld (Gjensidig)

On the Committee's recommendation, the Meeting adopted amendments to the Statutes where the following changes were made:

to clarify that non-mutual members are not entitled to any surplusreplacing the term "Managing Director (CEO) with "President & CEO" throughout deletion of references to the Control Committeeaddition of a Risk Committeean update of the tasks of the Audit Committee, including an annual report to the Committeethe President (or in his absence the Vice President) has a duty to attend Board meetingsoptional to elect a Vice-Chairman of the Boardthe President shall chair the AGM, to reflect the current practice

Bye-laws of Skuld Mutual Protection and Indemnity Association (Bermuda) Limited

A comprehensive review of the bye-laws had been made with the objective to modernise and adjust the bye-laws to better fit Skuld's corporate structure and updated regulatory framework on Bermuda. The Meeting adopted the revised bye-laws where the following changes were made:

  • A new Preferred class is established for the purpose of the Members' Loyalty Bonus. Members may be invited into the Preferred class according to a formula based on the three following criteria: (i) premium, (ii) loss ratio and (iii) number of years entered with Skuld.
  • A requirement to become a Preferred class member is to invest a fixed amount into the Reserve Fund. Should a member cease to be a Preferred class member, the fixed amount will be returned to the member.
  • All members will still be members of the Ordinary class, which gives them the same voting rights as before.
  • The Norwegian Association and all affiliates are entered into a separate Association class.
  • Subject to all applicable laws, the Board may decide that distributions are to be made.
  • The general language is updated and modernised, to correspond with the language used in the Norwegian Association's Statutes.
  • Outdated and unnecessary provisions have been removed or simplified.
      

4. Elections

4.1 Elected members of the Members' Committee of Assuranceforeningen Skuld (Gjensidig)

The members of the Members' Committee are elected at the Annual General Meeting in accordance with statute 1.3.4.

a) The following were re-elected for a two-year period until the Annual General Meeting 2017:

Ulrich Niebusch (as member)
German Tanker Shipping GmbH & Co, KG, Bremen, Germany

Roberto Giorgi
V.Ships, Monaco

Sedat Gümüşoğlu
U.N Ro-Ro Isletmeleri A.S, Istanbul, Turkey

Eivind Holte
Saga Shipholding (Norway) AS, Nøtterøy, Norway

Li Hua
Sinotrans Shipping Hong Kong Ltd., Hong Kong

Jens Ismar
Western Bulk AS. Oslo, Norway

Mark Jansen
Seatrade Holding, Groningen, The Netherlands

Han Jun
China Shipping Tanker Company, Shanghai, China

Michael Lai
EMAS, Singapore

Capt. Xie Chun Lin
China Merchants Energy Shipping Company Limited, Hong Kong

Jacob Meldgaard
Torm A/S, Hellerup, Denmark

Gong Xiqian
China P&I Management, Beijing, China

Capt. Peter Raes
Sea-Tankers, Merignac, France

Tan Chin Hee
Pacific Carriers Ltd, Singapore

Katy Therapiotis
Ionia Management S.A, Piraeus, Greece

Anne-Marie Åström
Rederi AB Gotland, Visby, Sweden

b) The following was re-elected for a one-year period until the Annual General Meeting in 2016:

Yngvar Larsen
Thor Dahl Management AS, Sandefjord, Norway

c) The following were elected as new members for a one-year period until the Annual General Meeting in 2016:

Catherine Cheung
Rainbow Maritime Hong Kong/ Vision Ship Management, Hong Kong

Erik Hånell
Stena Bulk/ Stena Weco, Sweden

d) The following was re-elected as President of the Committee for a one-year period until the Annual General Meeting 2016:

Ulrich Niebusch
German Tanker Shipping GmbH & Co., Bremen, Germany

e) The following was elected as Vice President of the Committee for a one-year period until the Annual General Meeting 2016:

Odd-Christian Krohn
Fred. Olsen Insurance Services AS, Oslo, Norway

f) The following shall retire from the Members' Committee:

Terje H. Michelsen (elected as Board member 12 June 2015)
Grieg Shipping Group AS, Bergen, Norway

Fabio Montanari
Navigazione Montanari SPA, Fano, Italy

g) The following are not due for re-election until 2016:

Michael Ippich
Hartmann Schiffahrts GmbH & Co. KG, Leer, Germany

Gökhan Kiran
Kiran Holding A.S., Istanbul, Turkey

Jan van der Laan
Feederlines BV, Groningen, The Netherlands

Michalis D. Stefanos
EPIC GAS Ltd. (Diamantis Pateras), Piraeus, Greece

Leon S Patitsas
Atlas Maritime Ltd, Athens, Greece

Phil Rundle
Versabar, Inc., Houston, USA

Felix H. Tschudi
Tschudi Shipping Company AS, Lysaker, Norway

Nils Aardal
Jo Tankers AS, Bergen, Norway
 

4.2 Elected members of the Board of Directors of Skuld Mutual Protection & Indemnity Association (Bermuda) Limited
 

a) Re-elected for a two-year period until the Annual General Meeting in 2017:

Klaus Kjærulff (as member)
Martin Larsen
Sergey Popravko
Trygve Seglem
John P. Tavlarios
Martin Larsen

b) Elected as members for a one-year period until the Annual General Meeting in 2016:

Terje Michelsen

c) Re-elected as Chairman and Vice Chairman for a one-year period until the Annual General Meeting in 2016:

Klaus Kjærulff, Chairman
Ulrich Niebusch, Vice Chairman

d) The following shall retire from the Board:

Ulf Ryder
Alan Bossin (Partner in law firm Appleby, Bermuda)
Brad Adderley (Partner in law firm Appleby, Bermuda)

e) The following are not up for election until 2016:

Ulrich Niebusch
Bernt O. Bodal
Manfredi Lefebvre D'Ovidio
Douglas Jacobsohn (2017)

f) After the elections, the Board of Directors of Skuld Mutual Protection and Indemnity Association (Bermuda) Limited comprises:

Klaus Kjærulff, Chairman
Ulrich Niebusch, Vice Chairman
Sergey Popravko
Martin Larsen
Trygve Seglem
John P. Tavlarios
Bernt O. Bodal
Manfredi Lefebvre D'Ovidio
Douglas Jacobsohn
Terje Michelsen
   

4.3 Elected Members to the Control Committee of Assuranceforeningen Skuld (Gjensidig)

The new Norwegian Law on Financial Institutions enters into force on 1 January 2016. Due to the discontinuation of the requirement for a control committee, the election term of the Control Committee is limited to 1 January 2016.

a) Re-elected for limited term until 1 January 2016:

Karl-Erik Nitter Foss
Nils Aardal
Eivind Holte

b) The following shall retire from the Control Committee:

Harald Andresen

c) After the elections, the Control Committee comprises:

Karl-Erik Nitter Foss
Nils Aardal
Eivind Holte, deputy member
   

4.4 Elected Members of the Election Committee of Assuranceforeningen Skuld (Gjensidig)

The members of the Election Committee are elected at the Annual General Meeting in accordance with statute 1.11.1. The Election Committee consists of the President of the Members' Committee and three members elected by the Annual General Meeting.

a) The following members are elected for a one year period until the Annual General Meeting in 2016:

Felix H. Tschudi
Nils Aardal
Tan Chin Hee

b) After the elections, the Election Committee comprises:

Ulrich Niebusch
Felix H. Tschudi
Nils Aardal
Tan Chin Hee

 

Yours faithfully
Assuranceforeningen Skuld (Gjensidig)

Ståle Hansen
President and CEO