The general meeting of shareholders has supreme authority in all matters and things pertaining to the Company subject to the limits set by statute and by the Articles of Association.
Each share of EUR 1.00 shall carry one (1) vote.
General meetings shall be held in the Greater Copenhagen Area, the Greater Tallinn Area, the Greater Stockholm Area or Greater Prague Area.
General meetings shall be convened by the board of directors, giving no less than three (3) weeks and no more than four (4) weeks’ notice. The notice shall be given on the Company’s website and by ordinary mail or email to all shareholders entered in the register of shareholders who have so requested.
No later than three (3) weeks before the general meeting, the following information shall be published on the Company’s website:
1) the notice convening the general meeting;
2) the total number of shares and voting rights at the date of the notice;
3) all documents to be submitted to the general meeting, including, in the case of the annual general meeting, the audited annual report;
4) the agenda and the full text of all proposals to be submitted to the meeting; and
5) postal and proxy voting forms.
Sections 84(1) and (2) of the Danish Companies Act (selskabsloven) apply, and accordingly a shareholder’s right to attend general meetings and vote on its shares shall be determined on the basis of the shares owned by the shareholder on the date of registration.
The date of registration shall be one week before the date of the general meeting.
Shareholders may attend general meetings in person or by proxy and together with an adviser. A shareholder may also vote by postal vote.
Any shareholder shall be entitled to attend and to vote at a general meeting provided, however, that the shareholder has applied for an admission card to such general meeting not later than three (3) days prior thereto. Admission cards shall be provided to shareholders with the right to attend and vote at the general meeting under Article 8.4.
Unless otherwise provided for by the Danish Companies Act (selskabsloven), all resolutions at the general meeting shall be adopted by a simple majority of votes.
A summary of the business transacted at the general meeting shall be entered in a minute book and shall be signed by the chairman of the meeting. The minutes and the results of voting shall be made available on the Company’s website no later than two weeks after the date of the general meeting.
The language of the general meeting shall be English and no simultaneous interpretation to and from Danish shall be offered. Documents prepared for the use of the general meeting in relation to or after the general meeting shall be prepared in English.