Green Hydrogen Systems — Proxy Solicitation & Information Statement 2023

Mar 27, 2023

PROXY / POSTAL VOTE FORM – AGM 2023

For use at the Annual General Meeting of Green Hydrogen Systems A/S on Tuesday 18 April 2023

Name:
Email address:
Address:
VP account no.:

Zip code and city:
NB: VP account number must be indicated for identification of you as a shareholder.

Country:

I/we hereby with my/our signature and completion of this form:
Please fill in only one of the boxes below

☐ give proxy to the Board of Directors (with right of substitution) to vote in accordance with the recommendations of the Board of Directors as set out on the next page.
or
☐ give proxy to the Board of Directors (with right of substitution) to vote in accordance with the instructions set out on the next page. Please tick off the boxes "For", "Against" or "Abstain" to indicate how the votes are to be cast.
or
☐ give proxy to a third party (please state the below in CAPITAL LETTERS):
Name: ____
Address: ___
Email address: ____
Please tick off this box if the third-party proxy holder wishes to register an advisor for attendance
Name of advisor: ___
Email address: _______
or
☐ vote by post at the Annual General Meeting. Please tick off the boxes "For", "Against" or "Abstain" on the next page to indicate how the votes are to be cast.

Proxy/postal vote can also be submitted electronically via the InvestorPortal at www.vp.dk/agm by use of MitID or VP-ID.

GREEN HYDROGEN SYSTEMS

Green Hydrogen Systems A/S – CVR nr. 30548701 – Nordager 21 – DK-6000 Kolding

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GREEN

HYDROGEN

SYSTEMS

Proxy / Postal vote form

Please tick off boxes below to state how you wish to vote at the Annual General Meeting. To the extent you have not given any instructions by ticking off, your proxy/postal vote will be applied in accordance with the Board of Directors' recommendation as set out below ("Rec.").

Agenda

| Items on the agenda of the annual general meeting to be held
(please refer to the notice for the complete agenda): | FOR | AGAINST | ABSTAIN | Rec. |
| --- | --- | --- | --- | --- |
| 2. Presentation and adoption of the Annual Report for 2022 | | | | For |
| 3. Appropriation of loss as recorded in the adopted Annual Report for 2022 | | | | For |
| 4. Presentation and adoption of the Remuneration Report for 2022 | | | | For |
| 5. Resolution to grant discharge of liability to the Board of Directors and the Executive Management | | | | For |
| 6. Approval of the Board of Directors' fees for the current financial year | | | | For |
| 7. Election of members to the Board of Directors | | | | |
| a) Re-election of Christian Clausen | | | | For |
| b) Re-election of Troels Øberg | | | | For |
| c) Re-election of Lars Valsøe Bertelsen | | | | For |
| d) Re-election of Karen Dyrskjøt Boesen | | | | For |
| e) Re-election of Simon Krogsgaard Ibsen | | | | For |
| f) Re-election of Armin Schnettler | | | | For |
| g) Re-election Anders Jakob Vedel | | | | For |
| h) Election of Poul Due Jensen | | | | For |
| 8. Election of auditor | | | | |
| Re-election of PricewaterhouseCoopers Statsautoriseret Revisionspartnerselskab | | | | For |
| 9. Proposals from the Board of Directors | | | | |
| 9(a) Update of the Remuneration Policy | | | | For |
| 9(b) Update of authorisation to the Board of Directors to increase the share capital without pre-emption rights for existing shareholders | | | | For |
| 9(c) Authorisations to the Board of Directors to issue bonds or other debt instruments with access to conversion to shares (convertible loans) with and without pre-emption rights for existing shareholders and to issue warrants without pre-emption rights for existing shareholders | | | | For |
| 9(d) Specific authorisation to the Board of Directors to increase the share capital with pre-emption rights for existing shareholders and deletion of existing authorisation to increase the share capital with pre-emption rights | | | | For |

Date:

Shareholder's signature:

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GREEN HYDROGEN SYSTEMS

NB: If you have not stated, by ticking off whether you want to give proxy or vote by post, but otherwise have ticked off items on the agenda in the table above, the form will be considered a vote by proxy to the Board of Directors to vote in accordance with such instructions. If you have not ticked off your postal vote or proxy instructions for all items on the agenda in the table above, such non-ticked off agenda items will be considered a proxy for the Board of Directors to vote in accordance with its recommendations as set out above (but otherwise not affect the proxy/postal vote). If the form is only dated and signed, it will be considered a proxy to the Board of Directors (with a right of substitution) to vote in accordance with the Board of Directors' recommendations as set out in the table above.

You can revoke a proxy at any time. A proxy applies to all matters processed at the Annual General Meeting. A proxy will on your behalf be used to the best of the proxy holder's beliefs in case of amendments to the items on the agenda and submission of new proposals put to vote.

A postal vote cannot be revoked. A postal vote will be taken into consideration if a new or amended proposal is substantially the same as the original proposal as reasonably determined by the Board of Directors.

Please note that you can either give proxy or vote by post, but not both.

The proxy/postal vote applies to shares registered in the shareholder's name in the Company's shareholders' register on the registration date, Tuesday 11 April 2023 at 11:59 pm CEST or shares comprised by notice of ownership received by the Company at this time for the purpose of registration in the shareholders register.

A dated and signed proxy must be received by the Company no later than Friday 14 April 2023 at 11:59 pm CEST via the InvestorPortal or by as scanned copy by email to CPH-investor@euronext.com.

A dated and signed postal vote must be received by the Company no later than Monday 17 April 2023 at 11:59 am CEST via the InvestorPortal or by as scanned copy by email to CPH-investor@euronext.com.