To Nasdaq OMX Copenhagen A/S
Public announcement no. 542
April 19th, 2023
PROCEEDINGS AT THE ANNUAL GENERAL MEETING ON APRIL 19, 2023
The Annual General Meeting of Glunz & Jensen Holding A/S took place on April 19th, 2023, at Selandia Park 2, 4100 Ringsted.
The intention with this company announcement is to communicate the adoptions and approvals made at the Annual General Meeting. The actual minutes for the Annual General Meeting will be announced on May 3rd, 2023, at the latest.
The Board of Directors appointed Michael Vilhelm Nielsen, attorney-at-law, as Chairman of the meeting.
The Chairman of the Board of Directors accounted for the Company's activities in the past year and the shareholders took note of the presentation. The audited annual report for 2022 was submitted and adopted by the Annual General Meeting.
The Annual General Meeting approved discharge to the Board of Directors and the Executive Management.
Regarding appropriation of profits appearing from the annual report, the Annual General Meeting approved, in accordance with the adopted annual report and the Board of Directors’ proposal, that the result of the financial year 2022 is transferred to the next financial year and that no dividend is paid out.
The remuneration report for 2022 was presented to and approved by the Annual General Meeting.
The annual Board of Directors fees were approved; Chairman 300.000 DKK, Vice-Chairman 150.000 DKK, and Members 100.000 DKK.
The annual Board of Director committee fees for 2023 were approved; Chairman 25.000 DKK, Vice-Chairman 25.000 DKK, and Members 25.000 DKK.
The incentive and remuneration policy was presented to and approved by the Annual General Meeting.
The proposal to delete the age restriction of 65 years in paragraph 4.2 of the Company's articles of association was approved.
The proposal to remove the board's authority to decide on the distribution of extraordinary dividends from the company's articles of association was approved. The approval means that the existing paragraphs 8 and 8.1 will be deleted from the company's articles of association.
The proposal to change the maximal number of members of the board of directors from 8 to 6 members was approved. The approval changes the existing paragraph 4.1 in the company's articles of association.
The Board of Directors proposed that the Board of Directors should consist of four members and that Flemming Nyenstad Enevoldsen, Max Rid, Rolf Pfiffner and Randi Toftlund Pedersen were to be re-elected as members of the Board of Directors. The proposal was approved. Hereafter, the Board of Directors consists of Flemming Nyenstad Enevoldsen, Max Rid, Rolf Pfiffner, Randi Toftlund Pedersen, Søren Andersen*, and Thomas Haase*.
* Previously elected by the employees.
According to proposal from the Board of Directors, KMPG P/S was re-elected auditors of the Company.
The minutes of the Annual General Meeting will be made available at www.glunz-jensen.com as soon as possible.
- - - o 0 o - - -
Following the Annual General Meeting, the Board of Directors met at the first meeting of the Board of Directors and Flemming Nyenstad Enevoldsen was relected Chairman of the Board of Directors and Randi Toftlund Pedersen was elected Vice-chairman of the Board of Directors.
For further information please contact:
CEO Henrik Blegvad Funk: phone +45 21 39 05 32
Chairman of the Board Flemming Nyenstad Enevoldsen: phone +45 40 43 13 03
