Notice of extraordinary general meeting in Nordea Pension, Livsforsikringsselskab A/S

The board of directors hereby calls for an extraordinary general meeting in Nordea Pension, Livsforsikringsselskab A/S, company registration no. 19 62 50 87 (the “Company”), to be held on 1 May 2026 at 10:00 (CET) at the offices of Gorrissen Federspiel, Axel Towers, Axeltorv 2, 1609 København V, with the following agenda:

  1. Election of chairman of the meeting
  2. Completion of merger with Nordea Pension EDB Danmark II ApS, Nordea Pension Kapitalforvaltning Danmark A/S, Nordea Pension Holding Danmark A/S
  3. Authorisation

Re 1

The board of directors proposes to elect attorney-at-law Niels Bang as chair of the meeting

Re 2

The board of directors proposes to complete the merge Nordea Pension EDB Danmark II ApS, Nordea Pension Kapitalforvaltning Danmark A/S, Nordea Pension Holding Danmark A/S and the Company with the Company as the continuing entity (the “Merger”). The purpose of the Merger is to simplify the legal structure of the group and support efficient administration and governance of the pension business. The Merger is not expected to have any impact on customers’ pension schemes, investment profiles, benefits or contractual rights. The Merger documentation has been published at virk.dk on 26 March 2026.

The Merger will become effective for legal purposes on the date of the extraordinary general meeting (the “Effective Date”), subject to adoption of the proposal and receipt of the necessary approvals. For accounting purposes, the Merger will take effect from 1 January 2026.

As part of the Merger, the Company’s share capital shall be increased by nominally DKK 100,000 from DKK 12,100,000 to DKK 12,200,000. As a consequence of the capital increase, article 3 of the Company’s articles of association will be amended to have the following wording:

"Selskabets aktiekapital er kr. 12.200.000, der er fuldt indbetalt. Aktiekapitalen er fordelt i aktier á kr. 100.000 kr. eller multipla heraf”.

The amended articles of association following the adoption of the Merger is attached.

Relevant document(s):

Re 3

The board of directors proposes to authorise Niels Bang, attorney-at-law, (with power of delegation) to file the adopted resolutions for registration with the Danish Business Authority and to make such changes to the documents submitted to the Danish Business Authority, as the Danish Business Authority may require or deem appropriate in connection with the registration of the resolutions.