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Atlantic Petroleum P/F AGM Information 2020

Apr 1, 2020

8209_iss_2020-04-01_29b0cc65-cf27-41b1-9113-5c32ce087ec0.html

AGM Information

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Summons for the Annual General Meeting of P/F Atlantic Petroleum

Summons for the Annual General Meeting of P/F Atlantic Petroleum

Summons for the Annual General Meeting of P/F Atlantic Petroleum

The Annual General Meeting of P/F Atlantic Petroleum is hereby called. The

meeting will be held at the premises of Advokatfelagið, Lucas Debesargøta

8, 100 Tórshavn, Faroe Islands.

on Thursday 30th April 2020 at 15:00 (Faroese time)

with the following agenda:

1.             Election of Chairman of the Meeting.

2.             The Board of Directors' statement of the Company's activity

during the previous accounting year.

3.             Presentation of audited Annual Accounts for approval.

3A     Approval of the remuneration to the Board in 2019 and 2020.

A. Approval of the remuneration to the Board in 2019.

The Board proposes approval of the actual remuneration in 2019 of DKK

510,483.82.

B. Approval of the basis for the remuneration to the Board in 2020.

The Board proposes that the basis for the remuneration to the Board in 2020

will be:

·The basic remuneration to the Board Members will be DKK

60,000.00.

·The Chairman of the Board receives the basic remuneration x 2

·The Deputy Chairman receives the basic remuneration x 1.5

·An ordinary Board Member receives the basic remuneration x 1

·The Chairman for the Audit Committee receives the basic

remuneration x 0.5 in addition to his/her general Board remuneration.

4.             Decision on how to use profit or cover loss according to the

approved Accounts and Annual report.

The Board of Directors recommends that the result according to the approved

Accounts is carried forward to next year.

5.             Election of Board of Directors.

According to the Articles of Associations three members are to be elected to the

Board of Directors. All Members of the Board are up for election for a period of

one year, namely: Ben Arabo, Kaj Johannesen and Mourits Joensen.

The present board memebers have accepted to be re- nominated thus reelection of

the present board members is proposed.

More information on the proposed candidates can be found on the Company's

website www.petroleum.fo.

6.             Election of auditor, who will sit until the next Annual General

Meeting is held.

The present auditor of the Company is P/F Januar løggilt grannskoðaravirki,

Óðinshædd 13, 100 Tórshavn. The Board proposes re-election of P/F Januar løggilt

grannskoðaravirki, for the period to the next Annual General Meeting.

7.             The AGM's approval to de-list the shares of the Company from the

secondary listing on the OSLO BØRS.

Presently a portion of the Company's shares are listed on OSLO BØRS. These

shares are secondary to the, primary listing of Company shares on the Copenhagen

stock Exchange (NASDAQ OMX Copenhagen).

As the trade in the secondary Company shares listed on the OSLO BØRS is small

and the business activity of the Company has decreased radically over the last

few years with the Company ceasing business in Norway, the Board of Directors

consider it inappropriate to have Company shares listed on OSLO BØRS. Therefore,

the Board of Directors proposes to de-list from the secondary listing on OSLO

BØRS.

Consequently, the Board of Directors proposes to the AGM that

"The Annual General Meeting of the Company approves the de-listing of the

secondary listed shares of the Company from the OSLO BØRS and authorises the

Board of Directors of the Company to take any and all steps and measures

necessary in relation to this."

The General Meeting of the Company has previously decided this, but de-listing

did not take place on that occasion. To handle an application on de-listing the

stock exchange needs a decision not older than 12 months and do to that a new

decision is to be made on the issue.

8.       AOB

- - - 0 - - -

Quorum.

Proposals on the agenda for the meeting can be adopted by majority vote.

Requisition of admission card, voting paper and the voting procedure.

The shareholder's right to participate at the General Meeting and to vote

according to his/her shares will be according to the number of shares, which the

shareholder owns at the register date. The register date is Thursday 23(th)

April 2020.

A shareholder, his/her proxy and the press can participate at the General

Meeting on the condition that he/she has given notice to the Company hereof at

the latest by Monday 27(th) April 2020 via the website of the Company

www.petroleum.fo (http://www.petroleum.fo/) or at the office of the Company,

Lucas Debesargøta 8, 100 Tórshavn, or on telephone no. +(298) 59 16 01 or on the

email address [email protected] (mailto:[email protected]).

If a shareholder cannot participate in the General Meeting he/she can in writing

give a written proxy to a third person to represent him/her at the meeting.

Proxy - forms to be used for this purpose are available on the website of the

Company www.petroleum.fo (http://www.petroleum.fo/) and at the office of the

Company, Lucas Debesargøta 8, 100 Tórshavn. Shareholders with access to the

Investor Portal through the Company's website can give their proxy instructions

via this portal.

The voting - except the voting by letter ballot - will be executed at the

General Meeting. The shareholder (or his/her proxy) who have in due time given

notice that he/she wishes to attend the Annual General Meeting, will meet at the

General Meeting and cast their votes. Admission cards and voting papers will be

handed out at General Meeting entrance.

Letter ballot.

The shareholders can vote by letter ballot - that is cast their votes in writing

prior to the day of the Annual General Meeting. On the Company's website

www.petroleum.fo shareholders can download a letter ballot form. Letter ballot

must be received at the Company's premises, Lucas Debesargøta 8, 100 Tórshavn or

on the email address [email protected] (mailto:[email protected]) at the

latest Wednesday 29(th) April 2020.

The shareholder's right to bring forward questions.

Shareholders can, prior to the General Meeting, bring forward to the

Board/Management of the Company questions regarding matters that have relevance

to the 2019 Annual Report and to the Company's general position or are regarding

the decisions that are to be made at the General Meeting. If a shareholder

wishes to use this right he/she can send his question in a letter to P/F

Atlantic Petroleum, Lucas Debesargøta 8, 100 Tórshavn, or to the email address

[email protected] (mailto:[email protected]).

At the General Meeting shareholders can also bring forward questions to the

Board/Management of the Company regarding the mentioned matters.

Documents for the General Meeting, including the 2019 Annual Accounts and agenda

with the complete proposals.

Documents relevant for the General Meeting, including (1) the 2019 Annual

Accounts with the Auditor's Report and Annual Report (2) agenda, (3) complete

proposals for the General Meeting (4) information on the Company's total number

of shares and votes at the day of the summons and (5) proxy documents and letter

ballot form are available at the Company's office at the address, Lucas

Debesargøta 8, 100 Tórshavn (tel no. + (298) 59 16 01) at the latest 3 weeks

prior to the General Meeting. The mentioned documents will also be available on

the Company's website www.petroleum.fo (http://www.petroleum.fo/).

Share capital, voting rights and financial institute holding accounts on behalf

of the Company.

The share capital of the Company is DKK 3,697,860 divided into shares of DKK

1,- or multipla hereof.

According to § 5 sub clause 1 of the Articles of Association of the Company,

each shareholder has one vote for each DKK 1,- they hold in share capital.

Number of shares is: 3,697,860 and number of votes is: 3,697,860.

The Company has appointed P/F Betri Banki as holder of accounts. Shareholders

can contact this financial institute at Yviri við Strond 2, 100 Tórshavn or on

the website www.eik.fo (http://www.eik.fo/) or on telephone no. +298 348 000 to

exercise their financial rights in the Company.

Tórshavn 1(st) April 2020

P/F Atlantic Petroleum

The Board of Directors