NOTICE TO CONVENE the Annual General Meeting of Nordic Shipholding A/S
in liquidation
The Annual General Meeting of Nordic Shipholding A/S in liquidation (CVR no. 76 35 17 16) (the “Company”) is convened to be held on
Wednesday, 19 April 2023, at 10:00 a.m. (CEST)
Gorrissen Federspiel, Axel Towers, Axeltorv 2
DK-1609 Copenhagen V
Agenda:
- Report on the financial year 2022
- Presentation of the annual report 2022 for adoption
- Grant of discharge to members of the Board of Directors and Executive Management
- Resolution on the application of the result of the year
- Presentation of the remuneration report 2022
- Appointment of auditors
- Any other business
Complete proposals
Item 1 – Report on the financial year 2022
The report on the financial year 2022 will be presented at the Annual General Meeting, including an account of the ongoing liquidation of the Company.
Item 2 – Presentation of the annual report 2022 for adoption
It is proposed that the general meeting adopts the Company’s annual report for 2022, including the remuneration paid to the Board of Directors for 2022.
Item 3 – Grant of discharge to members of the Board of Directors and Executive Management
It is proposed that the general meeting grants discharge to members of the Board of Directors and the Executive Management.
Item 4 – Resolution on the application of the result of the year
It is proposed that the general meeting approves the proposal on application of the result of the year as stated in the annual report for 2022. The result for the financial year 2022 will be allocated to retained earnings.
Item 5 – Presentation of the remuneration report 2022
The Company has prepared a remuneration report for the financial year 2022, which is presented to the general meeting. The remuneration report 2022 has been prepared in compliance with applicable rules with a view to further enhance the transparency of the remuneration reporting. The report covers remuneration awarded or due during the financial year 2022 to the Company’s Board of Directors and Executive Management.
The remuneration report 2022 is enclosed as appendix 1 and is available on the Company’s website, www.nordicshipholding.com.
Item 6 – Appointment of auditors
It is proposed that the Company’s current auditor, PricewaterhouseCoopers Statsautoriseret Revisionspartnerselskab, be re-elected.
--o0o--
Adoption requirements
All proposals on the agenda may be adopted by a simple majority of votes.
Share capital and shareholders’ voting rights
The Company’s share capital amounts to nominally DKK 40,615,840.30 divided into 406,158,403 shares of nominally DKK 0.10. Each share of nominally DKK 0.10 carries one vote.
The record date is Wednesday, 12 April 2023.
Shareholders holding shares in the Company on the record date, have the right to participate in and vote at the Annual General Meeting. The shares held by the shareholder are calculated on the record date on the basis of entries in the share register and notifications of ownership received by the Company for the purpose of entering into the share register. Furthermore, participation is conditional upon the shareholder obtaining an admission card in time as described below.
Admission cards
Shareholders wishing to participate in the Annual General Meeting must request an admission card.
Admission cards may be obtained through Euronext Securities’ website, www.vp.dk/agm. Furthermore, admission cards may be obtained by contacting Euronext Securities, by telephone +45 43 58 88 66, by email: CPH-investor@euronext.com, or by written enquiry to Euronext Securities, Nicolai Eigtveds Gade 8 , DK-1402 Copenhagen, by using the form available for download on Nordic Shipholding A/S’ website, www.nordicshipholding.com.
Requests for admission cards must be submitted so they are received by Euronext Securities no later than Friday, 14 April 2023.
Proxy
Shareholders unable to attend the Annual General Meeting may issue a proxy to the liquidator or a third party. Proxies may be granted electronically at Euronext Securities’ website, www.vp.dk/agm. Furthermore, a proxy may be granted in writing by using the proxy form available for download on Nordic Shipholding A/S’ website, www.nordicshipholding.com. The signed form may be submitted to Euronext Securities, at Nicolai Eigtveds Gade 8 , DK-1402 Copenhagen, or email: CPH-investor@euronext.com.
Proxies must be submitted so they are received by Euronext Securities no later than Friday, 14 April 2023.
Postal voting
Shareholders unable to attend the Annual General Meeting may submit their votes by correspondence (i.e. postal vote). Postal votes may be submitted electronically via Euronext Securities’ website www.vp.dk/agm. Furthermore, a postal vote may be submitted in writing by using the postal vote form available for download on Nordic Shipholding A/S’ website, www.nordicshipholding.com. The signed postal vote form may be submitted to Euronext Securities, at Nicolai Eigtveds Gade 8, DK-1402 Copenhagen, or email: CPH-investor@euronext.com.
Postal votes must be submitted so they are received by the Euronext Securities no later than Tuesday 18 April 2023, at 12:00 noon (CEST).
Additional information
Until and including the day of the Annual General Meeting, additional information regarding the Annual General Meeting will be available on the Company’s website, www.nordicshipholding.com,
including the notice with agenda, complete proposals and appendix 1 (remuneration report 2022), the annual report for 2022 and information on the total number of shares and voting rights on the date of the notice to convene.
Questions from the shareholders prior to the Annual General Meeting
Shareholders may ask questions to the agenda or to documents, etc. to be used at the Annual General Meeting by email: info@nordicshipholding.com.
Personal data
For further information on how the Company collects and processes personal data, reference is made to the Company’s website www.nordicshipholding.com, where information on the Company’s policy on treatment of, and information regarding the protection of personal data is available.
Refreshments
No refreshments will be served at the Annual General Meeting.
Copenhagen, 28 March 2023
Liquidator
Attachment
