Minutes of Extraordinary General Meeting in Audientes A/S
Company announcement no. 04-2023
March 8, 2023
On 8th March 2023, at 3 PM (15:00 CET) an extraordinary general meeting was held in
Audientes A/S
(CVR-no. 36 04 76 31)
at the Company’s registered address at: Teknikerbyen 5, 2., 2830 Virum, Denmark.
The following items were on the agenda:
1. Election of Chairman of the meeting.
2. Appointment to the Board of Directors
3. Approval of authorization of the Chairman of the meeting.
4. Any other business.
Re 1: Election of Chairman of the meeting.
The Company’s CEO opened the meeting and informed that according to the Articles of Association, article 5.7 the Board of Directors had appointed Advokat Anders Markvardt as Chairman of the meeting.
The Chairman noted that the holding of the meeting was notified to the shareholders as required by the Company’s articles of association, article 5.6, with an advance notice of not less than 14 days by way of public announcement on the Company’s website and notice sent to shareholders who have requested personal notification of the general meeting.
The chairman further noted that of the Company’s total share capital of 2,874,702.40 DKK shareholders representing 15.83 % (4,551,808 shares of 0.1 DKK) were represented by 2 shareholders attending the meeting and 4 proxy votes.
Since none of the items on the agenda required a quorum the Chairman concluded that the meeting was lawfully called and able to conduct its business as proposed in the agenda.
As for the agenda, the chairman noted that all decisions could be taken with simple majority of votes cast in the meeting.
At the meeting the Company was represented by its CEO.
Re 2: Appointment to the Board of Directors.
The Company’s Management informed the shareholders that all members of the Board of Directors had decided to vacate their positions. To replace the previous board, shareholders representing more than 10 % of the shares had proposed the following persons to be elected as board members:
- Hossein Jelveh
- Jesper Rohde Andersen
- Steen Thygesen
- Hiroshi Maeda
The nominated board members had submitted their CVs and list of managerial responsibilities to be reviewed by the shareholders in advance of the general meeting.
The nominated board members were elected to the Board of Directors by all votes present in the meeting.
Re 3: Approval of authorization of the Chairman of the meeting.
It was resolved on the Extraordinary General Meeting that The Board of Directors proposes the Chairman with a right of substitution, is authorized to file the resolutions passed by the general meeting with the Danish Business Authority and to make any such changes and additions as the Danish Business Authority may require as a condition for registering or approving the resolutions passed by the general meeting.
Re 4: Any other business.
None.
The general meeting was adjourned.
For further information, please contact:
Steen Thygesen, CEO, Audientes A/S
Phone: +45 53 17 26 10
Email: [email protected]
Troels Torp, CFO, Audientes A/S
Phone: +45 40 52 18 80
Email: [email protected]
About Audientes A/S
Audientes A/S is a Danish hearing health company specializing in smart, self-fitting and affordable hearing aids and advanced hearables. Audientes’ unique hearing aid solution, Ven™ by Audientes, is available for purchase in the Indian market, online and in retail, and will be introduced to the USA over-the-counter market and other markets in the coming years. Companion by Audientes is an advanced hearable consumer electronics product that is commercially available in Europe and later in 2023 in USA, Japan and other markets.
Audientes’ mission is to make high-quality hearing aids and hearables for hearing improvement or hearing enhancement accessible to everyone who needs them globally. Audientes is listed on Spotlight Stock Market Denmark (AUDNTS) and headquartered in Copenhagen, Denmark with a subsidiary in Hyderabad, India.
For additional information please refer to the company’s websites, www.audientes.com or www.audientes.in