The Supervisory Boards of Redarnas Ömsesidiga Försäkringsbolag (Finnish business identity code 0145065-2), RÖF – an Åland-based shipowners' mutual insurance company and parent company of the Alandia Insurance Group – and of its wholly owned insurance subsidiary Försäkringsbolaget Alandia (0205048-2), "Alandia", have today approved the de-mutualisation and merger plan that the Boards of Directors of the two companies have signed. The purpose of this plan is to reorganise RÖF into a limited liability insurance company and to merge the two companies, with RÖF as the acquiring company and Alandia as the acquired company.
The plan only covers the above-mentioned two insurance companies and not the pension insurance company Försäkringsaktiebolaget Pensions-Alandia (0205049-0) and the life insurance company Försäkringsaktiebolaget Liv-Alandia (0971621-6), which belong to the Alandia Insurance Group.
The purpose of the proposed changes includes: Clarifying ownership conditions and assets, simplifying administration as well as strengthening the company and the development potential that the merged, financially very solid company will have.
Implementation of the plan requires additional consent from the Finnish Financial Supervisory Authority in compliance with the Insurance Companies Act, Chapter 19, Section 5 and Chapter 22, Section 4 plus the approval of two general meetings of the co-owners of RÖF. According to plans, the process will be carried out in such a way that both the change in the legal form of RÖF and the merger are registered on December 31, 2014.
After implementation of the de-mutualisation and merger, the shares in the new limited liability insurance company will be allocated proportionally on the basis of premiums paid during the years 2011 – 2013 by those companies that, on the merger date, have had an uninterrupted co-owner relationship with RÖF that has lasted at least one year. According to preliminary calculations, Viking Line Abp's ownership share in the merged company will amount to slightly more than 20 per cent.
Approximate timetable for continued execution of the plan:
March 3, 2014 Application for consent from the Financial Supervisory Authority
March 3, 2014 Application for registration of the de-mutualisation and merger plan in the Finnish Trade Register
May 12, 2014 Approval by the first general meeting of RÖF
June 18, 2014 Approval by the second general meeting of RÖF
September 1, 2014 Consent from the Financial Supervisory Authority
December 31, 2014 Registration in the Trade Register of the change in legal form, new articles of association and merger.
For further information on Alandia Insurance, please see www.alandia.com.
VIKING LINE ABP
Jan Hanses
Deputy CEO