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Avance Gas Holding

Delisting Announcement May 16, 2025

9901_rns_2025-05-16_1270a9ff-6eff-4b58-a8df-853001cac33d.html

Delisting Announcement

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Avance Gas Holding Ltd: Special General Meeting - resolutions passed

Avance Gas Holding Ltd: Special General Meeting - resolutions passed

Avance Gas Holding Ltd (the "Company") advises that a Special General Meeting of

the Shareholders of the Company ("SGM") was held on 16 May 2025 at at 09:30 hrs,

at Par-la-Ville Place, 4(th) Floor, 14 Par-la-Ville Road, Hamilton, HM08,

Bermuda, in relation to the proposed liquidation of the Company, appointing Mike

Penrose of EY Bermuda Ltd. and Igal Wizman of EY Bahamas Ltd. as joint

liquidators,  and the delisting of the Company's common shares from the Oslo

Stock Exchange.

Accordingly, the following resolutions were passed at the SGM:

1. The Company be wound up voluntarily.

1. Partners of EY Bermuda Ltd. and EY Bahamas Ltd are proposed to be appointed

as the Joint Liquidators (the "Proposed JLs") of the Company, subject to

satisfactory completion of their onboarding requirements.

1. The shareholders, being entitled to receipt of the surplus assets of the

Company in accordance with Item 72 of the Bye Laws, hereby waive their

rights to the surplus assets of the Company, in the amount of USD 500,000 or

less, after all proving creditors have been paid and the Proposed JLs have

drawn their fees and paid any expenses relating to the Liquidation. Any such

surplus assets are directed by the shareholders to be distributed to a

charity or multiple charities as nominated by the Company.

1. Assets of the Company may be distributed in specie.

1. Any one of the Proposed JLs be and are hereby authorized to do any act or

thing considered by the Proposed JLs to be necessary or desirable in

connection with the winding up of the Company.

1. The Proposed JLs do have the power to act jointly and severally.

1. The remuneration of the Proposed JLs be fixed at USD 45,000 plus

disbursements. In the event that the fee assumptions set out in an

engagement letter between the Company and EY Bermuda Ltd., to be entered

into upon the satisfactory completion of the Proposed JLs onboarding

requirements, are not applicable, the Proposed JLs may draw additional fees

on a time cost basis at an hourly rate to be agreed in the engagement

letter.

1. The Proposed JLs change the registered office of the Company to c/o EY

Bermuda Ltd., 3 Bermudiana Road, Hamilton HM 08, Bermuda and take control of

the statutory books and records of the Company following their appointment.

1. All actions taken and things done on behalf of the Company by the Directors

and/or Officers of the Company to date be and the same are hereby approved,

ratified and confirmed.

1. The delisting of the Company's common shares from the Oslo Stock Exchange

and to authorize the Proposed JLs to take steps to implement the delisting

including filing an application to the Oslo Stock Exchange on behalf of the

Company.

16 May 2025

The Board of Directors

Avance Gas Holding Ltd

Hamilton, Bermuda

This information is subject to the disclosure requirements pursuant to Section

5-12 the Norwegian Securities Trading Act

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