Articles of Association of GN Store Nord A/S (CVR no 24 25 78 43) 1 ...

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10.5 The Company provides an electronic proxy form at the disposal of the shareholders. The electronic proxy form appears at the company’s website, www.gn.com. 10.6 Shareholders who are entitled to participate in a general meeting, see Article 10.2, may vote in writing. Written votes should reach the Company no later than the day before the general meeting. Written votes cannot be revoked. 11 Notice of general meetings 11.1 General meetings are convened by the Board of Directors with a notice of not more than 5 weeks and not less than 3 weeks prior to the general meeting. The notice is given via the Danish Commerce and Companies Agency's IT system and at the same time published on the Company’s website, www.gn.com. Furthermore, the notice is sent by e-mail to such shareholders who are registered in the register of shareholders and who have filed a request in this respect, see however Article 6.5. Notice of an extraordinary general meeting will also be published in one or more Danish national daily papers. 11.2 The notice must state time and place of the general meeting and the agenda for the business to be transacted at the general meeting. If any proposals for amendments to the Articles of Association are to be considered at the general meeting, the main contents of the proposal must be stated in the notice, unless the Danish Companies Act requires that the notice contains the full wording of the proposal for amendments. The notice must also contain (a) a description of the size of the share capital and the voting rights of the shareholders, (b) a description of the procedures which the shareholders must observe in order to be admitted to the general meeting and cast their votes, (c) the record date with information stating that only persons who are registered as shareholders on the record date are entitled to participate and vote at the general meeting, (d) indication of where and how the documents referred to in Article 11.3 can be obtained and (e) information on the company’s internet address, where the information referred to in Article 11.3 is made available. 11.3 During a period of three weeks prior to the general meeting and until and including the date of the general meeting the notice must appear on the Company’s website, www.gn.com together with the agenda, the complete proposals and the documents to be submitted at the general meeting, and information on the voting rights and capital structure at the date of the notice and the forms to be used by casting of votes in writing and by proxy. 12 The Agenda of the General Meeting 12.1 The shareholders are entitled to have a specific issue put on the agenda of the annual general meeting, if such request is submitted in writing no later than six weeks prior to the general meeting. If the proposal is received later than six weeks prior to the general meeting, the Board of Directors will decide
whether the request is submitted in time for the issue to be put on the agenda. 12.2 The agenda of the annual general meeting comprises: (a) Report by the Board of Directors on the activities of the Company during the past year. (b) Submission of the audited annual report for adoption and resolution of discharge to the Board of Directors and the Executive Board. (c) Decision on application of profits or covering of losses in accordance with the approved annual report. (d) Approval of the remuneration to the Board of Directors for the present financial year. (e) Election of members to the Board of Directors. (f) Election of a state-authorized public accountant to serve until the Company’s next annual general meeting. (g) Proposals, if any, from the Board of Directors and shareholders. (h) Any other business. 13 Conduct of the General Meeting 13.1 All resolutions of the general meeting are passed by simple majority of votes, unless the Company’s Articles of Association or the Danish Companies Act stipulate stricter requirements. 13.2 The general meeting is presided over by a chairman appointed by the Board of Directors. The chairman ensures that the general meeting is conducted in a proper and appropriate manner. The chairman has the necessary authorizations in this respect, including the right to prepare discussions, present the voting results, decide when to conclude the debate, cut short contributions and, if necessary, to exclude participants from the general meeting. 13.3 The business transacted at the general meeting is recorded in a minute book to be signed by the chairman of the meeting and the chairman of the Board of Directors. The minute book should be available to the shareholders not later than two weeks after the general meeting. 13.4 Not later than two weeks after the general meeting the Company will publish the voting results on its website, www.gn.com.
Page 1 and 2: Articles of Association of GN Store
Page 3 and 4: (b) Resolution by the Board of Dire
Page 5: 9.3 Extraordinary general meetings
Page 9 and 10: 15.10 The Board of Directors may, i

Articles of Association of GN Store Nord A/S (CVR no 24 25 78 43) 1 ...

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