Nikolaj Plads 6
DK-1067 Copenhagen K
Copenhagen, 24 March 2022
ANNOUNCEMENT no. 6/2022
Company reg. (CVR) no. 24 93 28 18
Annual general meeting 2022
On 24 March 2022 at 2:00 pm the ordinary general meeting was held in Cemat A/S (the “Company”) at DLA Piper Denmark, Oslo Plads 2, 2100 Copenhagen OE.
Pursuant to the Company’s articles of association, the Board of Directors had appointed attorney-at-law Martin Lavesen as chairman of the meeting.
- The management’s report on the Company’s activities during the past financial year
The management report was presented.
The annual general meeting took note of the management report.
- Presentation of the audited annual report for adoption
The annual general report was presented.
The annual general meeting approved the annual report for 2021.
- The Board of Directors’ proposal for appropriation of profit or covering of loss according to the adopted annual report
The annual general meeting decided not to pay dividend.
- Presentation of and indicative vote on remuneration report
The remuneration report was presented.
The annual meeting approved the remuneration by an indicative vote.
- Approval of the remuneration of the Board of Directors’ fees for the current financial year
The board of director’s proposal regarding director’s fees for the current financial year 2022 was adopted.
- Election of members to the Board of Directors
The Board of Directors proposed re-election of Frede Clausen, Eivind Dam Jensen and Joanna Iwanowska-Nielsen to the Board of Directors.
The candidates were re-elected.
At a subsequent constituent board meeting, the Board of Directors appointed Frede Clausen as Chairman of the board and Eivind Dam Jensen as Deputy Chairman of the board.
- Appointment of auditor
The Board of Directors proposed re-election of BDO Statsautoriseret Revisionsaktieselskab, CVR-nr. 20222670, as auditors of the Company.
The auditor was re-elected.
- Proposals from the Board of Directors
8.1 Approval of the updated remuneration policy of the Company
The Board of Directors proposed that the general meeting approved the updated remuneration policy of the Company.
The new remuneration policy of the Company was approved.
8.2 Authorization to the Board of Directors to acquire treasury shares
The general meeting decided to authorise the Board of Directors under section 198 of the Danish Companies Act to acquire treasury shares representing up to 10% of the Company’s share capital for a period of 5 years from the date of the annual general meeting at a price between DKK 0 and up to 10% over the share price at Nasdaq Copenhagen A/S at the relevant time.
8.3 Authorization to the Board of Directors to increase the share capital without pre-emption rights for existing shareholders
The general meeting decided to authorise the Board of Directors under section 155 of the Danish Companies Act to increase the Company’s share capital at one or more times at up to 10% of the Company’s existing share capital without pre-emption rights for existing shareholders for a period of 5 years from the date of the annual general meeting.
- Any other business
No items discussed.
The annual general meeting was adjourned at 3:01 pm.
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Chairman of the Board of Directors
This announcement has been issued in Danish and English. In case of any inconsistencies, the Danish version will prevail.