AGM Information • Oct 10, 2023
AGM Information
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An extraordinary general meeting of Treasure ASA, reg no 916 803 222, (the "Company") was held on Tuesday 10 October 2023 at 11:00 hours (CEST).
Pursuant to section 5-8 of the Norwegian Public Limited Companies Act, the general meeting was held digitally without physical attendance for shareholders.
The extraordinary general meeting was opened by the chair of directors, Thomas Wilhelmsen, in accordance with Section 5-12 of the Norwegian Public Limited Liability Companies Act.
A recorded of attending shareholders was made. The record showed:
| Total shares | Own shares | Total shares excluding own shares |
Shares represented |
Per cent (excluding own shares) |
|---|---|---|---|---|
| 205,240,434 | 517,771 | 204,722,663 | 191.371,475 | 93.48% |
A record of shares represented at the general meeting is included as Appendix 1 to these minutes.
| Board members in attendance: | Thomas Wilhelmsen (chair) |
|---|---|
| Christian Berg | |
| Management in attendance: | CEO Magnus Sande |
| CFO Thomas Finnema |
The following matters were discussed:
Anne Lise E. Gryte was elected as chairperson of the meeting and Magnus Sande was elected to co-sign the minutes together with the chairperson.
The voting result is set out in Appendix 2 to the minutes.
It was noted that the notice to the extraordinary general meeting had been made available on the Company's website and published as a stock exchange announcement on 18 September 2023. The notice had also been distributed to all shareholders with a known place of residence on the following day.
The general meeting approved the notice and the agenda.
The voting result is set out in Appendix 2 to the minutes.
In accordance with the board of directors' proposal, the general meeting passed the following resolution regarding liquidation of own shares:
"The share capital is reduced from NOK 20,524,043.40 by NOK 51,777.10 to NOK 20,472,266.30, by liquidation of 517,771 own shares, each with a nominal value of NOK 0.10."
In accordance with the board of directors' proposal, the general meeting resolved to amend the first sentence of Article 4 of the Company's Articles of Association to read:
"The share capital of the Company amounts to NOK 20,472,266.30 consisting of 204.722,663 shares each with a nominal value of NOK 0.10."
The voting result is set out in Appendix 2 to the minutes.
In accordance with the board of directors' proposal, the general meeting passed the following resolution regarding distribution of additional dividend:
"The Company shall pay an additional dividend of NOK 0.40 per share, in total NOK 81,889,065.20. No additional dividend is paid on the Company's own shares.
The additional dividend shall be paid to the company's shareholders as of 10 October 2023 as recorded in Euronext Securities Oslo (formerly Verdipapirsentralen/VPS) as of 12 October 2023."
The voting result is set out in Appendix 2 to the minutes.
* * *
There were no further matters to address.
The general meeting was then adjourned.
10 October 2023
Anne Lise E. Gryte Sign.
Magnus Sande Sign.
Appendixes:
| Registered Attendees: | 2 |
|---|---|
| Total Votes Represented: | 191,371,475 |
| Total Accounts Represented: | 23 |
| Total Voting Capital: | 204,722,663 |
|---|---|
| % Total Voting Capital Represented: | 93.48% |
| Total Capital: | 205,240,434 |
| % Total Capital Represented: | 93.24% |
| Company Own Shares: | 517,771 |
| Sub Total: | 2 | 0 | 191,371,475 | ||
|---|---|---|---|---|---|
| Capacity | Registered Attendees | Registered Non-Voting Attendees | Registered Votes | Accounts | |
| Styrets leder med fullmakt | 1 | 0 | 1,111,482 | 7 | |
| Forhåndsstemmer | 1 | 0 | 190,259,993 | 16 |
Kai Bamberg DNB Bank ASA Utsteder Service
Som registreringsansvarlig for avstemmingen på den ekstraordinære generalforsamlingen for aksjonærene i selskapet avholdt den 10 oktober 2023, BEKREFTES HERVED at resultatet av avstemmingen er korrekt angitt som følger:-
| Totalt antall stemmeberettigede aksjer: 204,722,663 |
||||||||
|---|---|---|---|---|---|---|---|---|
| STEMMER FOR |
% | STEMMER MOT / AGAINST |
% | STEMMER AVSTÅR / ABSTAIN |
STEMMER TOTALT |
% AV STEMME BERETTIG KAPITAL AVGITT |
IKKE AVGITT STEMME I MØTET |
|
| 1 | 191,369,275 100.00 | 0 | 0.00 | 2,200 | 191,371,475 | 93.48% | 0 | |
| 2 | 191,369,275 100.00 | 0 | 0.00 | 2,200 | 191,371,475 | 93.48% | 0 | |
| 3 | 191,369,275 100.00 | 0 | 0.00 | 2,200 | 191,371,475 | 93.48% | 0 | |
| 4 | 191,369,275 100.00 | 0 | 0.00 | 2,200 | 191,371,475 | 93.48% | 0 |
Kai Bamberg DNB Bank ASA Utsteder Service
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