AGM Information • May 26, 2023
AGM Information
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held at the Company's registered offices at OSM House, 4532 Agios Tychonas, Limassol, Cyprus, on 26th May 2023 at 16:00 hrs.
Bjorn Tore Larsen, who acted as Chairperson of this Annual General Meeting, declared the Annual General Meeting of the Company (the "Meeting") open.
The Chairperson advised the Meeting that three members of the current Board of Directors of the Company were present physically. In addition, the Chairperson advised that the Company's Chief Executive Officer (Terje Bodin Larsen), Chief Financial Officer (Anders Hall Jomaas) and Finance Manager (Elias Papas) were also present physically and that Thessalia Papaiakovou kept the minutes of the same.
The Chairperson informed the Meeting that the Notice of Annual General Meeting published and dated 4 May 2023 (the "AGM Notice") is taken as read.
The Chairperson declared that he was the holder of a sufficient number of proxies to satisfy the quorum requirements pursuant to the Articles of Association of the Company, namely the below seven shareholders, representing appr. 75.270% of the issued shares of the Company:
| (i) | Shiphold Limited - | 403.180 shares |
|---|---|---|
| (ii) | ADS Shipping Ltd - | 6.203,554 shares |
| (iii) | BT LARSEN & CO LIMITED - | 46,791,839 shares |
| (iv) | Vineta Ltd | 47,205 shares |
| (V) | BofA Securities, Inc. | 400 shares |
| (vi) | Merrill Lynch, Pierce, Fenner & Sm | 2.716 shares |
The Meeting was thus declared to be quorate.
The Chairperson informed the Meeting that the purpose of the Meeting was to enable the Company's shareholders to (i) receive and consider the Board of Directors' Report, the Audited Annual Financial Statements of the Company, the Audited Financial Statements of the Group and the Auditors' Report, for the year 2021 (collectively, the "Annual Report") and (ii) to consider and, if thought fit, to pass the following shareholder resolutions (the "Resolutions") as set out in the AGM Notice:
The Chairperson proposed the Resolutions.
The Chairperson appointed the Secretary to table the votes cast by shareholders and announced the results as follows:
Total number of shares with voting rights: Total represented with voting rights: shares)
71,009,342 53,448,894 (appr. 75.27%) of the total number of
| Resolution type | Resolution number |
Votes for | Votes against | Abstained |
|---|---|---|---|---|
| Ordinary resolution | 1 (a) | 53.448.894 | ||
| Ordinary resolution | 1 (b) | 53.448.894 | ||
| Ordinary resolution | 1 | 53.448.894 | ||
| Ordinary resolution | 3 | 53,448,894 |
The Chairperson confirmed and declared to the Meeting that the ordinary resolutions had each been passed by the Meeting as set out above with the requisite majorities in accordance with the Articles of Association of the Company and the Law.
The Chairperson noted that the business of the Meeting was concluded and no other proposals or issues were raised. The Meeting was declared closed.
Bjorn Tore Larsen Chairperson of Meeting
Thessalia Papaiakovou Secretary
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