The board of directors (the "Board of Directors") of
at the office of the law firm Poul Schmith at Vester Farimagsgade 23, 1606 Copenhagen V, Denmark with the following agenda:
1 - Resolution to continue with the planned delisting of the Company and amend article 4.1 of the articles of association accordingly
On
It is the Board of Directors opinion that considering the overall market conditions, developments on the main market on which the Company operates (i.e.
The press release of
2 - Resolution to cancel the authorisation to the Board of Directors to increase the share capital
Considering the characteristics of the authorisation stipulated in article 4d of the articles of association as well as the fact that a large part of the contribution set out in the authorisation has already been performed, the board of directors proposes that the authorisation granted to the board of directors is cancelled and article 4 of the articles of associations is amended accordingly. Proposed updated articles of association are attached as Appendix 2.
Registration, admission, proxy and postal vote
Registration date
A shareholder's right to participate in the general meeting and the number of votes, which the shareholder is entitled to cast, is determined in accordance with the number of shares held by such shareholder on
Deadline for notice of attendance
A shareholder (or its proxy) wishing to attend the general meeting must give notice of his or her participation to the Company, see article 8.5 of the articles of association. Similarly, the shareholder's advisor (or the shareholder's proxy's advisor) must give notice of his or her participation to the Company.
A shareholder's notice of attendance must be given to the Company using the notice of attendance form attached as Appendix 3, which shall be sent, duly completed and signed, to VP Securities, Weidekampsgade 14, 2300 Copenhagen S,
Representation by proxy
If you are prevented from attending the general meeting, you may appoint a proxy, e.g. the board of directors, to cast the votes carried by your shares.
If you wish to appoint a proxy, please return the instrument of proxy form attached as Appendix 4, duly signed and dated, to
Postal vote
You may also submit your votes by mail before the date of the meeting. If you wish to vote by mail, please fill in and return the postal vote form attached as Appendix 5, duly signed and dated, to VP Securities, Weidekampsgade 14, 2300 Copenhagen S,
Notice of attendance forms, instrument of proxy and postal vote forms may be downloaded from the Company's website, www.agromino.com.
Information to shareholders who hold their shares through
The following information is to shareholders who hold their shares through
In order to attend the general meeting and exercise your voting rights, you must register your voting rights temporarily in the register of shareholders (the "Register of Shareholders") and complete the notice of attendance form, the proxy form or the postal vote form in accordance with the instructions set out above.
Registration process for voting rights:
Direct-registered holders:
Shareholders who hold their shares on an account directly with
Nominee-registered holders:
To be registered and entitled to vote at the general meeting, shareholders who hold shares via a nominee must act in accordance with the instructions set out below:
Nominee-registered shareholders must request the nominee to register their shares temporarily in their own name in the Register of Shareholders.
The registration of voting rights must be completed in due time before end of business (CEST) on
Share capital and voting rights
The Company's share capital amounts to
Number of shares: 24,895,123
Number of votes: 24,895,123
Agenda etc.
This notice, including the agenda and the full text of the proposed resolutions, the proposed updated articles of association (post EGM), the notice of attendance form, the instrument of proxy form and the postal vote form will be sent by email on
The following information will be made available at the Company's website, www.agromino.com as of
· Notice convening the meeting;
· The total number of shares and voting rights as at the date of the notice;
· The documents to be submitted to the general meeting, including the proposed updated articles of association (post EGM);
· The agenda and the full text of the proposals; and
· The forms to be used for giving notice of attendance and for voting by proxy and by post.
MAJORITY REQUIREMENTS
The following requirements for adoption of the proposed resolutions must be fulfilled in order for the proposed resolutions to be considered adopted:
· The proposed resolutions under items 1-2 can be adopted by at least 2/3 of the votes cast as well as at least 2/3 of the share capital represented at the general meeting.
Questions from the shareholders
Shareholders may prior to the general meeting in writing submit questions concerning the agenda and the documents to be considered at the extraordinary general meeting. Questions must be sent by email to mail@agromino.com, marked "EGM".
Questions will be answered in writing or orally at the general meeting, unless prior to the meeting the answer is available via a questions/answers function on Agromino's website, www.agromino.com.
Language
The general meeting will be conducted in English in accordance with article 9.4 of the Company's articles of association.
On behalf of the Board of Directors of
Chairman
Investor enquiries:
Mr.
About Agromino
Agromino is an integrated soft commodities production, storage and trading company with operations in
For subscription to Company announcements please contact us: mail@agromino.com
If you do not want to receive Agromino press releases automatically in the future please send an e-mail to the following address: unsubscribe@agromino.com.
The information was submitted for publication, through the agency of the contact person set out above, at
http://publish.ne.cision.com//Release/ViewReleaseHtml/8BECBE2DAAB057D1E0C856B0705FC7D6
https://mb.cision.com/Main/515/3181067/1297143.pdf
https://mb.cision.com/Public/515/3181067/91751bdb1563716c.pdf
https://mb.cision.com/Public/515/3181067/b7f636f890dccb01.pdf
https://mb.cision.com/Public/515/3181067/a79dd0ed6a1c8fc2.pdf
https://mb.cision.com/Public/515/3181067/b279e2cbac47ea60.pdf
https://mb.cision.com/Public/515/3181067/98c9562ecff45621.pdf
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