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StrongPoint AGM Information 2020

Oct 22, 2020

3767_rns_2020-10-22_732bd2df-06c7-4b28-a004-2c95d5750762.pdf

AGM Information

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PROTOCOL EXTRAORDINARY GENERAL MEETING

On October 22, 2020, StrongPoint ASA held an extraordinary general meeting.

Due to Covid 19, the extraordinary general meeting was conducted via webcast. Only a few members of the Board of Directors and management were present at the company's premises to oversee the practical implementation. All shareholders were given the opportunity to submit votes in advance

The extraordinary general meeting was opened by the Chairman of the Board Morthen Johannessen.

RECORD OF ATTENDING SHAREHOLDERS AND VOTES IN ADVANCE -

14,668,163 shares and votes, of a total of 44,376,040, were represented, corresponding to 33.1 % of the issued shares.

APPROVAL OF THE NOTICE AND THE AGENDA 2

It was stated that the notice had been sent to all shareholders with a known address on 28 September 2020. As there were no objections from the pre-registered votes, the notice and agenda were approved. The chairman of the meeting declared the extraordinary general meeting legally set.

APPROVAL OF DIVIDEND FOR THE 2019 FINANCIAL YEAR

The Board's proposal to pay a dividend of NOK 0.60 per share for the financial year 2019 was approved unanimously. Total dividend to be paid is MNOK 26.6. The dividend is payable to the shareholders as at 22 October 2020. Payment of dividends to foreign shareholders will be deducted for any Norwegian withholding tax (up to 25 % of the dividend) in accordance with applicable regulations.

APPROVAL OF LONG TERM INVESTMENT PROGRAM 4

The Board's proposal of a long term investment program was approved with 99,99 % of the votes in favor.

The general meeting adopts the following:

1.1 issue of new shares

  • "Pursuant to section 10-14 of the Public Limited Liability Companies Act, the (i) board is granted authorization to increase the company's share capital by issuing new shares with a total nominal value of up to NOK 825,394.84 equal to 1 331 282 shares, each with a nominal value of NOK 0.62.
  • (ii)
  • (iii) allocated under LTIP 2020 for the company's executive management and key personnel.
  • (iv) The existing shareholders' pre-emptive rights may be waived.
  • The Board is granted the power to determine the subscription rate and the (v) = conditions for subscription.
  • The authorization is valid until the AGM in 2021, expiring at the latest on 30 (vi) June 2021."

1.2 Authorization to the Board to acquire own shares

  • "The company may acquire own shares. Pursuant to section 9-4 of the Public (i) Limited Liability Companies Act, the Board is hereby authorized to make such acquisitions on behalf of the company and may further dispose of such shares.
  • This authorization may only be exercised in connection with the share options (ii) allocated under LTIP 2020 for the company's executive management.
  • (iii) total may not exceed NOK 825,394.84. The Board may use the authorization on several occasions within the scope of the total nominal value as mentioned.
  • (iv) NOK 0.10 and NOK 100 respectively. The Board determines the consideration when disposing of the Company's own shares.
  • The Board decides, in its own discretion, in which ways the company's own (v) shares shall be acquired.
  • The authorization to acquire own shares is valid until the AGM in 2021, expiring (vi) at the latest on 30 June 2021."

* * *

The agenda for the Extraordinary General Meeting had no further items and the meeting was adjourned.

Morthen Johannessen

Hilde Gile

Votes at the extraordinary general meeting 22.10.2020

Name Number of shares 0%
Holmen Spesialfond 4 200 000 9,5 %
Strømstangen AS 3 933 092 8,9 %
Marlborough Fund Managers LTD 1 976 000 4,5 %
Verdipapirfondet DNB SMB 1 153 697 2,6 %
Waaler Jørgen inkl. heleide datterselskaper 900 000 2,0 %
Evensen Tor Colka 640 000 1,4 %
Frankmo Age 370 000 0,8 %
Ugelstad Per Einar 360 526 0,8 %
Bjørnstad Daniel 330 658 0,7 %
Tveraabak Jacob 194 400 0,4 %
Frankmo Sverre 150 060 0,3 %
Færder Tak AS 140 000 0,3 %
Rikmar Holding AS 100 000 0,2 %
De Vibe Klaus 87 173 0,2 %
Johannessen Morthen 47 026 0,1 %
Gilen Hilde Elisabeth Horn 41 347 0,1 %
Stabell Ann Merete 22 800 0,1 %
Wirén Peter 20 389 0,0 %
Huldt Tomas 1 000 0,0 %
14 668 163 33,1 %
Total number of shares 44 376 040