Aktieselskabet Schouw & Co.

Annual general meeting of Aktieselskabet Schouw & Co.
The Company’s annual general meeting was held today at Hermans, Tivoli Friheden, DK-8000 Aarhus C, with some 600 people present.

Report by the Board of Directors
The Chairman of the Board presented the Management’s report, including the previously announced full-year guidance. The Board’s report is not subject to a vote but was duly noted by the shareholders.

Approval of annual report and allocation of profit
The shareholders voted to approve the annual report for 2023 including the Board’s recommendation for allocation of profit and the payment of a dividend of DKK 16 per share as well as the usual resolution to discharge the Board of Directors and the Executive Management from liability.

Indicative vote on the remuneration report
The Company’s Remuneration Report for 2023, which was presented for an indicative vote, was approved.

Proposals from the Board of Directors
The Board of Directors’ proposal of remuneration policy for the Board of Directors and the Executive Management was approved.

The Board of Directors’ proposal to maintain the annual basic fee to Board members at DKK 400,000 for 2024 was approved.

The Board of Directors’ proposal to reduce the Company’s share capital by a nominal amount of DKK 5,000,000 by cancelling treasury shares was approved.

Furthermore, the Board's proposal to let the Company’s annual report and other reporting be prepared and presented in English and, as resolved by the Board of Directors, also in Danish was approved.

Election of members to the Board of Directors
From the members of the Board of Directors Jørgen Dencker Wisborg, Kenneth Skov Eskildsen, Kjeld Johannesen, Hans Martin Smith and Søren Stæhr were re-elected. Furthermore, Sisse Fjelsted Rasmussen was elected as a new member of the Board of Directors.

Appointment of auditors
PricewaterhouseCoopers Statsautoriseret Revisionspartnerselskab was re-appointed as the company’s auditors. Furthermore, PricewaterhouseCoopers Statsautoriseret Revisionspartnerselskab was appointed to provide a report on the Company’s sustainability report.



Authorisation to the chairman of the general meeting
The shareholders authorised the chairman of the meeting, or whoever the chairman may be replaced by in his absence, to file the resolutions approved by the general meeting for registration.

Any other business
No other business was considered.

First meeting and board committees
Immediately after the general meeting, the Board of Directors elected Jørgen Dencker Wisborg as Chairman and Kenneth Skov Eskildsen as Deputy Chairman of the Board of Directors.

The Board appointed Hans Martin Smith (chairman), Jørgen Dencker Wisborg and Sisse Fjelsted Rasmussen to the Audit Committee.

The Board appointed Jørgen Dencker Wisborg (chairman), Kenneth Skov Eskildsen and Kjeld Johannesen to the Nomination and Remuneration Committee.

Aktieselskabet Schouw & Co.

Jørgen Dencker Wisborg, Chairman of the Board of Directors
Jens Bjerg Sørensen, President and CEO

Please direct any questions to President Jens Bjerg Sørensen on tel. +45 86 11 22 22.

Attachment

2024-04-10 FBM24-21 AGM minutes ENG