DnB NORD Bankas AB - Notification on material event

The decisions of the the sole shareholder of AB DnB NORD Bankas

On 29 March 2011 the sole shareholder of AB DnB NORD Bankas, company code
112029270, VAT payer code LT120292716, registered office at J. Basanavičiaus
St. 26, Vilnius, the data is collected and stored at the Register of Legal
Entities, Bankas (hereinafter - the “Bank”) Bank DnB NORD A/S: 

1. acknowledged 2010 Consolidated Annual Report of the Bank;

2. approved separate and consolidated financial statements of the Bank of 2010;

3. distributed the profit (loss) of the Bank. It was decided to transfer the
amount of LTL 172,6 million (EUR 49.99 million) from the Bank's reserve capital
to cover the Bank's distributable loss. It was also decided to transfer the LTL
77,1 million (EUR 22, 3 million) in retained loss to the next financial year; 

4. elected close stock company „Ernst & Young Baltic“ as an audit firm to
perform audit of the annual financial statements of the Bank for the year 2011
and authorized the president of the Bank to establish the other terms and
conditions of the Agreement on auditing services with audit firm according to
the approved by the sole shareholder remuneration amount; 

5. approved the amendment of the Bylaws of the Bank regarding the meeting
quorum of the Management Board and set the Article 8.9 of the Bylaws of the
Bank as follows: 

“8.9. Any meeting of the Management Board shall be deemed held and the
Management Board may take decision therein when 2/3 and more of the Management
Board Members participate in the meeting of the Management Board. Any Member of
the Management Board may express his/her will to vote for or against the
discussed decision, upon scrutiny of the draft thereof, by a written vote in
advance. The Management Board Members who have voted in advance shall be deemed
to participate in the meeting. The decision of the Board shall be adopted if
more than a half of elected Board members votes for it are received. Decisions
of the Management Board may also be taken by circulation of the voting ballot
among the Management Board Members if none of the Management Board Members
objects to such procedure. Each Member of the Management Board shall have one
vote. In the event of a tie vote, the Chairman of the Management Board shall
have the casting vote. Should, in case of a tie vote, the Chairman of the
Management Board not participate in the meeting or not participate in the
voting on the decision, the decision shall be deemed not taken. The voting by
the terminal equipment of telecommunications shall be equivalent to the voting
in writing provided that the confidentiality of the communications is
guaranteed and there are means for the verification of the signature. The
Management Board Member shall have no right to vote on the issue related to
his/her work on the Management Board or the issue of his/her liability.” 

6. elected Mr. Ola Landmark to the Supervisory Council of the Bank until expiry
of the term of office of the current Supervisory Council and established that
the newly elected member of the Supervisory Council Mr. Ola Landmark will start
the office following the receipt of the permission from the Central Bank of
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         Andrius Vilkancas
         Press Officer
         tel. +370 5 239 3413

Attachments:

DnB NORD ataskaita_2010_EN.pdf