Decisions of the Annual General Meeting - Seite 2

2.3 The general meeting shall resolve the increase or reduction of share capital. The resolution about increasing share capital shall be adopted in case it receives at least two thirds of the votes represented at the general meeting. Upon increasing share capital the shareholders have a pre-emptive right to subscribe for the new shares in proportion to the sum of the book value of the shareholder’s shares. The pre-emptive right of the shareholders may be barred by a resolution of the general meeting which receives at least three-quarters of the votes represented at the general meeting. 

3)       As a result of introducing a no par value share, the Company will have 4,499,061 no par value shares, whereas each share grants the shareholder one vote at the general meeting of shareholders. As a result of adopting the resolution specified in clause, the book value of a share of the Company will be EUR 0.10. 

4) To approve the new Articles of Association.

The number of votes in favor of the resolution was 2 745 141, which is 100,00% of registered votes.

5. Reduction of share capital to cover unallocated losses from previous periods

After the use of all reserves, at the end of 2019 the Company had 1,242,300.66 euros not covered by retained earnings from previous periods.

Proposal of the Supervisory Board:

In order to cover the losses after the use of all reserves in the amount of 1,242,300.66 euros, to reduce the share capital of the Company after the entry into force of amendments to the Articles of Association in a simplified way on the following conditions:

1)       Reduce the share capital of the Company by EUR 2,249,530.54, from EUR 2,699,436.60 to EUR 449,906.1;

2)       The share capital will be reduced by decreasing the book value of the shares: as a result of reduction, the book value of the Company’s share will decrease to EUR 0.10, from EUR 0.60, the number of shares will remain the same (4,499,061) and the new amount of share capital will be EUR 449,906.1;

5)       The list of shareholders participating in the reduction of share capital shall be fixed 24^th August 2020 as at end of the working day of the Nasdaq CSD securities settlement system.

The number of votes in favor of the resolution was 2 745 141, which is 100,00% of registered votes.

The minutes of the meeting will be published on the website of the company no later than Friday 14.08.2020.

Torfinn Losvik
CEO & Chairman of the Management Board

Phone: + 372 56 99 09 88

E-mail: [e-mail]