Notice to convene Annual General Meeting - Seite 2

Full wording of proposals

Re. item 2:
The Board of Directors recommends that the Annual Report be approved.

Re. item 3:
The Board of Directors recommends that the result for the year be transferred to next year in accordance with the proposal stated in the Annual Report.

Re. item 4:
The Board of Directors proposes to prolong the authorizations in art. 4.1 – 4.3 by amend Art. 4.1- 4.3 to read as follows:

“4.1
Until 28th April 2024, the Board of Directors has been authorized to increase the Company's share capital by up to DKK 20,000,000 nominal (equal to 16,000,000 shares of DKK 1.25 (nominal)) in one or more tranches by payment in cash, conversion of debt or by contribution of other assets than cash. The capital increase shall take place with pre-emptive rights to the Company’s existing shareholders.”

“4.2
Until 28th April 2024, the Board of Directors has been authorized to increase the Company's share capital by up to DKK 20,000,000 nominal (equal to 16,000,000 shares of DKK 1.25 (nominal)) in one or more tranches by payment in cash, conversion of debt or by contribution of other assets than cash. The capital increase shall take place without pre-emptive rights to the Company’s existing shareholders.”

“4.3
In addition to the authorizations noted in Art. 4.1 and 4.2 above, the Board of Directors shall be authorized until 28th April 2024 as part of issuing new shares in favor of employees of the Company or its subsidiaries, to increase the share capital by up to DKK 607,500 in one or more tranches without granting prior rights to existing shareholders. The new shares shall be issued at a subscription price which may be lower than the market price as determined by the Board of Directors.”

Art. 4.4 – 4.6 shall apply for the authorizations in existing form.

The Board of Directors proposes to amend Art. 5.1 and 5.4 to read as follows:

"5.1
Until 28th April 2024, the Board of Directors shall be authorized to issue warrants in one or more tranches to employees and members of the Board of Directors of the Company and its subsidiaries of up to DKK 10,000,000 (nominal), corresponding to 8,000,000 shares of DKK 1.25 (nominal) and be authorized to implement the capital increase required for this purpose. The warrants shall carry the right to subscribe for shares at market price at the time of allocation of the warrants.”