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AMSC ASA — AGM Information 2023
Oct 3, 2023
3533_rns_2023-10-03_0f934c6d-81c5-4637-b07b-f12a07ba63fa.pdf
AGM Information
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Unauthorized translation. In the event of any discrepancy between the Norwegian and English text, the Norwegian takes precedence.
MINUTES OF
EXTRAORDINARY GENERAL MEETING IN
AMSC ASA
On Tuesday October 3, 2023 at 09:00 (CET) an Extraordinary General Meeting in AMSC ASA, reg. no. 988 228 397, was held digitally via Lumi AGM webcast.
The following items were on the agenda:
1. OPENING OF THE EXTRAORDINARY GENERAL MEETING, INCLUDING APPROVAL OF THE NOTICE AND AGENDA
The Extraordinary General Meeting was opened and chaired by Annette Malm Justad, Chair of the Board.
The record of attending shareholders showed that 35,072,902 shares, corresponding to 48.80% of the total share capital, were represented. The list of attending shareholders and the voting results for each matter is enclosed to these minutes.
No objections were made to the notice and the agenda, and the General Meeting was declared duly constituted.
2. ELECTION OF A PERSON TO CO-SIGN THE MEETING MINUTES ALONG WITH THE MEETING CHAIR
Marion Berg Hauge was elected to co-sign the minutes of the General Meeting together with the meeting chair.
3. APPROVAL OF THE SALE OF ALL SHARES IN AMERICAN TANKER HOLDING COMPANY, INC.
The General Meeting adopted the following resolution:
"The sale by AMSC ASA of all shares in American Tanker Holding Company, Inc. is approved."
4. APPROVAL OF AMENDMENT OF THE ARTICLES OF ASSOCIATION
The General Meeting adopted the following resolution:
- 1. "The Articles of Association § 8 (Voting and Ownership Restrictions on Shipping Operators) and § 9 (Information Duty) of the articles of association are deleted in its entirety.
- 2. As a result of the deletion of the existing § 8 and § 9 of the articles of association, the existing § 10 of the articles of association shall be renumbered so that the heading shall read as follows:
"§ 8 The General Meeting"
3. The above amendments of the articles of association are conditional on, and effective as from, the completion of the sale of all shares in American Tanker Holding Company, Inc. by AMSC ASA."
* * *
There were no further items on the agenda. The Chairman of the meeting thanked the participants for their attendance, and the General Meeting was thereafter adjourned.
Oslo, October 3, 2023
(sign.) (sign.)
Annette Malm Justad, Chairman Marion Berg Hauge, co-signer
Attendance Summary Report AMSC ASA Extraordinary General Meeting 3 October 2023
| Registered Attendees: | 12 |
|---|---|
| Total Votes Represented: | 35,072,902 |
| Total Accounts Represented: | 118 |
| Total Voting Capital: | 71,863,838 |
|---|---|
| % Total Voting Capital Represented: | 48.80% |
| Total Capital: | 71,863,838 |
% Total Capital Represented: 48.80% Company Own Shares: 0
| Sub Total: | 12 | 0 | 35,072,902 | ||
|---|---|---|---|---|---|
| Capacity | Registered Attendees | Registered Non-Voting Attendees | Registered Votes | Accounts | |
| Shareholder (web) | 9 | 0 | 359,715 | 9 | |
| Styrets leder med fullmakt | 1 | 0 | 1,506,907 | 24 | |
| Styrets leder med instruks | 1 | 0 | 380,000 | 1 | |
| Forhåndsstemmer | 1 | 0 | 32,826,280 | 84 |
Freddy Hermansen DNB Bank ASA Utsteder Service
AMSC ASA EXTRAORDINARY GENERAL MEETING 3 OCTOBER 2023
As scrutineer appointed for the purpose of the Poll taken at the Extraordinary General Meeting of the Members of the Company held on 3 October 2023, I HEREBY CERTIFY that the result of the Poll is correctly set out as follows:-
| Issued voting shares: 71,863,838 |
||||||||
|---|---|---|---|---|---|---|---|---|
| VOTES FOR |
% | VOTES MOT / AGAINST |
% | VOTES AVSTÅR / ABSTAIN |
VOTES TOTAL |
% ISSUED VOTING SHARES VOTED |
NO VOTES IN MEETING |
|
| 1 | 35,028,434 100.00 | 0 | 0.00 | 44,468 | 35,072,902 | 48.80% | 0 | |
| 2 | 35,028,244 100.00 | 0 | 0.00 | 44,658 | 35,072,902 | 48.80% | 0 | |
| 3 | 35,035,192 | 99.98 | 7,545 | 0.02 | 30,165 | 35,072,902 | 48.80% | 0 |
| 4 | 34,995,769 100.00 | 0 | 0.00 | 77,133 | 35,072,902 | 48.80% | 0 |
Freddy Hermansen DNB Bank ASA Utsteder Service