TO THE SHAREHOLDERS OF WPU - WASTE PLASTIC UPCYCLING A/S, (CVR) NO. 41873264
In accordance with the Articles of Association, notice is hereby given of the
ordinary general meeting of WPU - Waste Plastic Upcycling A/S to be held on:
Monday, May 20, 2024 at 13:00 CEST
At Clarion Hotel Copenhagen Airport
Copenhagen Airport, Ellehammersvej 20, 2770 Kastrup, Denmark
as a physical meeting without electronic participation in accordance with
Article 5.2 of the Articles of Association with the below agenda.
WPU - Waste Plastic Upcycling A/S is a Danish company and is subject to the
Danish Companies Act.
Agenda:
The agenda of the ordinary general meeting is:
1. Presentation of Chair for the meeting.
2. Presentation and approval of the audited annual report for the accounting
year 2023 including appropriation
of result as suggested in the annual report.
3. Resolution on discharge for the Board of Directors and the Management board
for the period covered in the
annual report.
4. Election of members to the Board of Directors.
The Board of directors is composed by the following persons
a. Mr. Niels Stielund
b. Mr. Tom Baker,
c. Mr. Eduard Ruijs,
d. Mr. Jérôme Schmitt
e. Mr. Klaus Lindblad
It is proposed that all of the members of Board of directors is reelected for
another term.
-o0o-
Voting requirements
Approval of items 2, 3 and 4 of the agenda requires a simple majority of votes.
Share capital and voting rights
The Company's share nominal capital is at the date of this notice DKK 510,407.53
divided into 51,040,753 shares each of a nominal value of DKK 0.01. Each share
of DKK 0.01 carries one vote (see Article 3.1 of the Articles of Association).
Each share gives the shareholder a right to attend general meetings, vote, ask
questions and propose items to the agenda, however, subject to the Articles of
Association.
Registration date
Pursuant to Article 10.5 of the Articles of Association, a shareholder's right
to participate in the general meeting and the number of votes, which the
shareholder is entitled to cast, is determined in accordance with the number of
shares held by such shareholder on May 16, 2024 (the "registration date").
The number of shares held by each shareholder is determined on the basis of (i)
the shareholdings registered in the name of the respective shareholder in the
shareholders' register at the registration date and (ii) in accordance with any
notifications (along with proper documentation) of shareholdings received no
later than on the registration date, but not yet registered, by the Company in
the shareholders' register.
Shares held in the name of a depository-/ nominee bank: Any shareholders wishing
to exercise their rights in connection with the annual general meeting and which
are registered in the shareholders' register in the name of their respective
depository-/ nominee bank (i.e. not being registered in their own name) are
encouraged to contact their respective depository- /nominee bank well in advance
of the registration date to ensure that correct and sufficient notification and
documentation is received by the Company no later than on the registration date.
The shareholders' right to participate in the general meeting is further subject
to the shareholders' notice of participation (described below).
Notice of Participation
A shareholder or its proxy wishing to participate in the general meeting must
give notice of their participation using a written Notice of Participation.
Notice of Participation may be sent by email to KL@WPU-DK.COM. Notice of
Participation must be received by WPU no later than 23:59 CET on May 16, 2024.
The board of directors of the Company has received voting proxies from
shareholders representing more than 65 % of the issued share capital of the
company, authorizing the board of directors to vote in favor of item 1 - 4 of
the Agenda.
Proxy
If you do not wish to participate - or are prevented from participating - in the
general meeting, you may appoint a proxy to cast the votes carried by your
shares. If you wish to appoint a proxy, please complete, and submit a written
proxy duly signed and dated to the Company. The proxy form may be sent by email
KL@WPU-DK.COM. The proxy form must be received by WPU no later than 23:59 CET on
May 16, 2024.
Questions
At the ordinary general meeting, the Board of Directors will not answer
questions from the shareholders.
Language
The language at the general meeting will be English, without simultaneous
interpretation to and from Danish (see Article 6.1 of the Articles of
Association).
Processing personal data
Waste Plastic Upcycling A/S process your personal data for the purpose of
convening and conducting our extraordinary general meeting. In this regard, we
may share your information with our service providers.
-o0o-
Fårevejle, May 05, 2024.
Best regards
The Board of Directors
WPU - Waste Plastic Upcycling A/S
ELABORATION ON SELECTED ITEMS OF THE AGENDA
Item 2 Presentation and approval of the audited annual report for the accounting
year 2023 including appropriation of result as suggested in the annual report.
The audited report can be downloaded from Euronext or the homepage of the
Company
It is proposed that the General Meeting approves the Audited Report and the
appropriation of result for the period covered in the annual rapport.
Item 3 Resolution on discharge for the Board of Directors and the Management
board for the period covered in the annual report.
It is proposed that the General Meeting resolves to discharge the Board of
directors and the Management board for the period covered in the Annual report
for the accounting year 2022.
Item 4 Election of members to the Board of Directors.
The Board of Directors is composed by:
a. Mr. Niels Stielund
b. Mr. Tom Baker,
c. Mr. Eduard Ruijs,
d. Mr. Jérôme Schmitt
e. Mr. Klaus Lindblad
It is proposed that all of the members of Board of Directors are reelected for
another term.