Minutes from Annual General Meeting in Akobo Minerals
The shareholders of Akobo Minerals AB (publ) (“Akobo” or the “Company”) have held an Annual General Meeting on June 19, 2023 (the “AGM”) whereby the following main decisions were made.
Adoption of annual report
The AGM resolved to approve the income statement and balance sheet in accordance with the submitted annual report. The funds are disposed of so that SEK 94,921,813 is transferred to a new account. The Board of Directors and the CEO were granted discharge from liability for the financial year 2022.
Board and auditor elections and fees
In the election of ordinary board members Hans Olav Torsen, Carl Eide and Helge Rushfeldt were re-elected and Bjørn Anders Fossum was re-elected as a deputy board member. At the subsequent statutory board meeting, Hans Olav Torsen was re-elected Chairman of the Board. Remuneration to the Board for the period until the next AGM is SEK 175,000 to each ordinary Board member and the Chairman of the Board shall receive SEK 300,000 in Board fee. Frejs Revisorer AB was re-elected as the Company's auditor with Sébastien Argillet being re-appointed as the principal auditor. The auditor shall be remunerated against an approved bill.
New articles of Association
The AGM resolved to adopt new articles of association, meaning that the share capital according to § 4 of the articles of association must amount to a minimum of SEK 1,590,448 and a maximum of SEK 6,361,792. Furthermore, according to § 5 of the articles of association, the number of shares must be a minimum of 42,800,000 and a maximum of 171,200,000.
Incentive program for certain key executives, employees and external key personnel
The AGM resolved on the adoption of a long-term incentive program for certain key executives, employees and external key personnel through a directed issue of maximum of 800,000 warrants (free of charge), entailing an increase of the share capital upon full exercise with a maximum of approximately SEK 29,728. The right to subscribe for the warrants shall, with deviation from the shareholders’ pre-emptive rights, only vest in certain key executives, employees and external key personnel according to the following: Johan Sjöberg (Chief Exploration Manager), a maximum of 100,000 warrants, Matt Jackson (Chief Operations Officer), a maximum of 100,000 warrants, Tesfaye Medhane (CEO of the subsidiary Etno Mining Ltd), a maximum of 100,000 warrants, Cathryn MacCallum (Head of ESG), a maximum of 100,000 warrants, Aurel Aldea (Finance Manager), a maximum of 100,000 warrants, Manie Nienaber (Process Plant Manager), a maximum of 100,000 warrants, Steven Ruprecht (Mining Consultant), a maximum of 100,000 warrants and Johan Derbyshire (Metallurgical Consultant), a maximum of 100,000 warrants.
One (1) warrant entitles the holder to subscribe for one (1) new share in the Company at a subscription price corresponding to NOK 8.50/share. The exchange rate between NOK and SEK used at subscription of shares with the support of warrants shall be the official NOK/SEK exchange rate as published by Norges Bank five (5) business days prior to the Company’s AGM 2023-06-19. The entire premium shall be transferred to the free premium fund. Subscription of shares with the support of warrants may take place during the period from the day the warrants have been registered with the Swedish Companies Registration Office up to and including 2027-06-19, provided that the holder of warrants, at the time when he/she subscribes for shares with support of warrants, does not have access to inside information as defined in the Market Abuse Regulation and provided that subscription of shares does not take place during a “Closed Period” as defined in the Company’s Insider Trading Policy and the Market Abuse Regulation.
Authorizations
The AGM resolved to authorize the Board of Directors to, with deviation from the shareholders' preferential rights, until the time of the next AGM, on one or more occasions, resolves to issue new shares. Payment for shares issued with the support of the authorization must take place by set-off. The issue/issues shall be made in accordance with the terms and conditions of the convertible loan agreement of NOK 49.175 million that was disclosed July 5, 2022. The Board's decision on the issue of shares may result in a total increase in the number of shares in the Company by a maximum of 13,000,000 shares. Upon full utilization of the authorization, the dilution amounts to approximately 23.26 percent calculated on the current number of shares in the Company.
The AGM further resolved to authorize the Board of Directors to, without deviation from the shareholders' preferential rights, until the time of the next AGM, on one or more occasions, decide on a new issue of shares, warrants and / or convertibles. The Company's share capital and the number of shares may, with the support of the authorization, be increased in total by an amount or number that fits within the framework of the articles of association in force at any given time. The AGM further resolved to authorize the Board of Directors, with a deviation from the shareholders' preferential rights, until the time of the next AGM on one or more occasions, to decide on a new issue of a maximum of 7,600,000 shares, warrants and / or convertibles.
Other
For more detailed information on the content of the resolutions, please refer to the notice convening the AGM and the complete proposals that are available on the Company's website. All decisions were made unanimously. The annual report for the year 2022 can be requested from the Company and is available at www.akobominerals.com.
Gothenburg, June 19, 2023
Akobo Minerals AB (publ)
The Board of Directors
For more information, contact:
Jørgen Evjen, CEO, Akobo Minerals
Mob: (+47) 92 80 40 14
Mail: [email protected]
LinkedIn: www.linkedin.com/company/akobominerals
Web: https://akobominerals.com
This information is subject to the disclosure requirements pursuant to Euronext Growth Oslo Rule Book II
About Akobo Minerals
Akobo Minerals is a Scandinavian-based gold exploration and boutique mining company, currently holding an exploration license covering 182 km2 and with an ongoing mine development in the Gambela region and Dima Woreda, Ethiopia. The company has established itself as the leading gold exploration company in Ethiopia through more than 12 years of on-the-ground activity.
Akobo Minerals holds a 16 km2 mining license and is working to start up mining of its very promising Segele target. It has an Inferred and Indicated Mineral Resource of 68.000 ounces yielding a world-class gold grade of 22.7 g/ton, combined with an estimated all-in sustaining cost (AISC) of USD 243 per ounce. Still open to depth, the gold mineralised zone continues to expand and will have a positive impact on future resource estimates and mine-life. The exploration license holds numerous promising exploration resource-building prospects in both the vicinity of Segele and in the wider license area.
Akobo Minerals has an excellent relationship with local communities all the way up to national authorities and we place environment and social governance (ESG) at the heart of our activities – as demonstrated by a planned industry-leading extending shared value program.
Akobo Minerals has built a strong local foothold based upon the principles of sound ethics, transparency, and communication, and is ready to take on new opportunities and ventures as they arise. The company is uniquely positioned to become a major player in the future development of the very promising Ethiopian mining industry.
Akobo Minerals has a clear strategy aimed at building a portfolio of gold resources through high-impact exploration and mining, whilst adhering to a lean business operation. The company is headquartered in Oslo and is listed on the Euronext Growth Oslo Exchange and Frankfurt Stock Exchange under the ticker symbol, AKOBO.
Akobo Minerals fully meets and complies with all parts of the JORC code, 2012. For further information, see https://www.jorc.org/
