To the Shareholders of Flügger group A/S July 8 th , 2022 The Annual General Meeting of Flügger group A/S is hereby convened to be held on Thursday August 11 th , 2022, at 10:30 AM CET. The Annual General Meeting will again, this year, be held at Dansk Industri’s premises: H.C. Andersens Boulevard 18, 1553 Copenhagen V, as well as online where Shareholders may participate virtually. The Annual General Meeting is opened by the Chairman of the Board and will be led by a conductor appointed by the Board. The Company will proivde coffee and breakfast prior to the Annual General Meeting, which will be conducted in Danish. The agenda is as follows: 1. The Board of Directors’ Report and presentation of the Annual Report for the past financial year 2. The Annual General Meeting’s approval of the Annual Report 3. Resolution on the use of profits or coverage of deficits in accordance with the approved Annual Report The Board of Directors proposes a dividend of DKK 10 per DKK 20 share 4. Presentation of the Remuneration Report for advisory vote, attached as Appendix 1 5. Proposals from the Board of Directors or Shareholders 5.1 Authorization to purchase own shares The Board of Directors requests authorization to exceptionally allow the Company to acquire own shares at the listing price applicable at the time of the acquisition, with a deviation of up to 10 %, so the holding of own shares, if the authorization is accepted, may amount to up to 10 % of the Share Capital. The Board of Directors will use the holding of own shares primarily for share-based remuneration or bonuses for selected groups among the Group’s employees, secondarily as payment in connection with possible acquisitions. 5.2 Authorization to issue share program to key employees In order to be covered by special Polish taxations rules, it is required that the program for the Polish emplo- yees is approved at the Annual General Meeting. The Board of Directors therefore requests authorization to issue a share program as published in the Company Announcement no. 2022/6 on May 31 st , 2022, for selected key employees. 5.3 Change of the Articles of Association’s § 5 The Board of Directors requests that § 5 of the Company’s Articles of Association is revised, so new B shares, will be issued as name shares instead of bearer shares: The proposal involves the following being inserted as the new § 4 in the Articles of Associations: “The Company’s B-shares must be registered and listed by name in the Company’s registry of shareholders. There are no restrictions on the negotiability of the B-shares. The B shares are negotiable instruments that are issued and registered through Euronext Securities”
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