Ringkjøbing Landbobank A/S Page 16
Share buyback programmes, capital
reduction and profit distribution
The bank’s board of directors initiated share buyback
programmes in both February and August 2023, for DKK
385 million each and both relating to the profit
distribution for 2022.
Both share buyback programmes were completed under
the Safe Harbour rules for the purpose of cancelling the
bought shares at a future general meeting.
The annual general meeting in March 2023 also decided
to cancel the 888,327 shares in Ringkjøbing Landbobank
bought in 2022/23. The capital reduction was finalised in
May 2023.
It is proposed to the annual general meeting in February
2024 that the 784,600 shares bought back in the period
from 2 February 2023 and up to and including 22 January
2024 be finally cancelled in connection with a capital
reduction, thus reducing the number of shares in the bank
from 27,491,339 to 26,706,739.
The bank’s actual share capital at the end of the year was
thus DKK 26,727,729 in nom. DKK 1 shares, see below.
Share
capital/Number
of shares
Capital reduction, cancellation of shares, May 2023
Share capital at end of 2023
Share buyback programmes - purchased in 2023
Actual share capital at end of 2023
Share buyback programmes - purchased in 2024
Actual share capital following a capital reduction in 2024
The bank has completed an application process at the
Danish FSA regarding distribution of the profit for 2023.
Based on this process, the bank’s board of directors
intends to increase the pay-out ratio from 65 for the profit
for 2022 to 84 for the profit for 2023.
The board of directors proposes that a dividend of DKK
10 per share be paid for the 2023 financial year,
equivalent to a total of DKK 275 million. A dividend of
DKK 7 per share was paid for the 2022 financial year.
In addition, the board of directors has decided to initiate a
share buyback programme totalling DKK 1,525 million
divided into two parts. Part I of the programme, for DKK
750 million and a maximum of 1,500,000 shares, is for
execution in the period 1 February 2024-28 June 2024
and part II of the programme, for DKK 775 million and a
maximum of 1,550,000 shares, is for execution in the
period 1 July 2024-27 January 2025. If part I of the share
buyback programme is completed before 28 June 2024,
part II will be initiated immediately after completion of
part I.
Implementation of the share buyback programme is
subject to the annual general meeting in February 2024,
as in previous years, again authorising the board of
directors to acquire the bank’s own shares.
It is therefore proposed to the general meeting that the
bank’s board of directors be authorised, as in previous
years, to permit the bank to acquire its own shares, in
accordance with current legislation, until the next annual
general meeting, to a total nominal value of 10% of the
share capital, such that the shares can be acquired at
current market price +/- 10% at the time of acquisition.
Seen in isolation, the implementation of the share
buyback programme will mean a reduction of the bank’s
common equity tier 1 capital ratio by a total of 3.3
percentage points calculated on the basis of the capital
structure on 31 December 2023.
Capital objectives and pay-out ratios
Management wants the bank’s general capitalisation to
be such as will ensure sufficient capital for future growth
and for hedging against any fluctuations in the risks
assumed by the bank.
At the beginning of 2023, the countercyclical capital
buffer was implemented at 2.0%. During 2023, this capital
buffer was increased once by 0.5 percentage point, which
means it totalled 2.5% at the end of 2023. The capital
conservation buffer was also 2.5% at the end of the year.
On 3 October 2023, the Systemic Risk Council
recommended activating a sector-specific systemic risk
buffer for exposures to real estate companies at a rate of
7% of the risk-weighted assets of the exposures,
applicable from 30 June 2024. The Council
recommended that the measure should apply solely to
exposures to real estate companies, i.e. firms engaged in
activities under the economic activity codes
“Development of building projects” and “Real estate”,
while exposures to “Social housing companies” and
“Cooperative housing societies” under the activity code
“Real estate” are exempt from the measure.
The government announced on 3 October 2023 that it
intends to follow the recommendation.
The result for the bank will be a sector-specific systemic
buffer of around 1% in addition to the other regulatory
capital requirements that the bank must meet as
described above.
Before the financial reporting process, the board of
directors re-assessed the bank’s internal capital targets.
The conclusion of this assessment was that the internal
capital targets below will be maintained for the time