Aegon Announces Plans to Relocate Legal Headquarters to Delaware and Overhaul Governance
Aegon announces on Thursday an agreement with its main shareholder, Vereniging Aegon, proposing a governance framework aligned with American standards in preparation for its relocation to the United States. This reorganization aims to support the group's ambition to become a leader in life insurance and retirement in the US.
Governance Realigned with American Standards
Aegon plans to transfer its legal headquarters to Delaware and amend its statutes to align its governance with American market standards. The group plans a gradual elimination of the staggered board system, with annual elections of all directors starting from 2030. The proposed changes also include majority voting in uncontested elections and plurality voting in contested elections, the introduction of annual advisory votes on remuneration (Say-on-Pay), and the simplification of the capital structure by eliminating Class B ordinary shares and special voting rights. These shares will be converted on a 1:40 basis into a single class of ordinary shares with equal rights. Aegon also plans to authorize a new category of preferred shares, in line with practices of American listed companies.
Rebranding and Shareholder Alignment
Vereniging Aegon will be renamed Vereniging Aegon Americas and will maintain its current shareholder position established at 18.4% on a proforma basis, now aligned with its voting rights. Its goal remains to support the interests of Aegon and its stakeholders through charitable and societal activities. The current charitable and societal activities of Vereniging Aegon in the Netherlands will be transferred to a new organization based in the Netherlands, named Stichting Aegon Fonds Nederland. Vereniging Aegon will contribute 500 million euros to this new organization to support and develop its charitable and societal activities, in line with Aegon's mission of 'helping people to live a beautiful life'.
