The Annual General Meeting of Pandora A/S (the "Company") is hereby convened to be held on
Wednesday 14 March 2018 at 10:00 a.m. CET (doors will open at 9:00)
The Annual General Meeting will be held at
Tivoli Hotel & Congress Center, Arni Magnussons Gade 2, 1577 Copenhagen V, Denmark
with the following agenda:
1. The Board of Directors' report on the Company's activities during the past financial year.
2. Adoption of the audited Annual Report 2017.
3. Resolution proposed by the Board of Directors on remuneration to the Board of Directors for 2017 and 2018.
3.1 Approval of remuneration for 2017.
3.2 Approval of remuneration for 2018.
4. Proposed distribution of profit as recorded in the adopted Annual Report, including the proposed amount of any dividend to be distributed or proposal to cover any loss.
5. Election of members to the Board of Directors.
6. Election of auditor.
7. Resolution on the discharge from liability of the Board of Directors and the Executive Management.
8. Any proposal by the shareholders and/or Board of Directors.
The Board of Directors has submitted the following proposals:
8.1 Reduction of the Company's share capital.
8.2 Amendment of article 5.5 of the Articles of Association.
8.3 Amendment of article 8.2 of the Articles of Association.
8.4 Annulment of article 11.4 of the Articles of Association.
8.5 Amendment of the Company's Guidelines on incentive payments.
8.6 Authority to the Board of Directors to let the Company buy back treasury shares.
8.7 Authority to the Board of Directors to distribute extraordinary dividend.
8.8 Authority to the chairman of the Annual General Meeting.
9. Any other business.