Notice to ordinary general meeting in Valuer Holding A/S

Company Announcement No. 23-2021

To the Shareholders of Valuer Holding A/S

The Board of Directors hereby convenes an Ordinary General Meeting (“GM”) in Valuer Holding A/S

On Thursday, Novemvber 11 - 2021 at 12:00 (CET). 

Kristianiagade 7
2100 Copenhagen Ø

COVID-19 precautionary measures
In order to minimize the risk of spreading COVID-19 and adhere to the latest recommendations from the Danish Health Authorities, the Board of Directors recommends that the shareholders of Valuer Holding A/S do not attend the extraordinary general meeting in person and instead vote in advance by postal vote or by proxy to the Board of Directors. The Board of Directors hopes for your appreciation of the request.

Agenda

1. Board of Directors’ report on the business of the Company during the past year.
2. Presentation and approval of the annual report. 
3. Resolution on the appropriation of profit or covering of loss as recorded in the adopted Annual Report.
4. Election of members of the Board of Directors
5. Election of auditors
6. Any other proposals from the Board of Directors and/or shareholders
7. Any other business

Elaboration of the individual agenda items

Re. item 2: 
The Board of Directors recommends that the Annual Report be approved.

Re. item 3: 
The Board of Directors proposes that the Annual General Meeting approves the Board of Directors’ proposal for the allocation of profit as stated in the Annual Report for 2020/21.

Re. item 4:
The Board of Directors proposes re-election of the following Board members:

Susanne Larsson (Chairman) 
Michael Moesgaard Andersen (Deputy Chairman)
Finn Peder Hove
Flemming Poulfelt

Re. item 5: 
The Board of Directors recommends that PricewaterhouseCoopers be re-elected.

Registration and admission card

A shareholder’s right to participate at and to vote at the GM depends on the shares held by the shareholder on the record date. The record date is November 4, 2021. 

Shareholders who are entitled to and wish to participate in the GM must inform the Company of their participation no later than November 8, 2021 at 23:59 by registering electronically at the Valuer Investor Portal, which is accessible at the Company’s website: 

https://investors.valuer.ai/governance/Generalforsamling-AGM/default.aspx

Login by using Nem-ID or VP-ID.

Attendance at the general meeting presupposes that the shareholder or any representative has requested an admission card. Admission card is issued to the person who is registered as a shareholder in the register of shareholders on the record date, or from the company which has received notification per the record date for registration in the register of shareholders. 

Following registration of participation in the GM at the Valuer Investor Portal, an admission card will be issued automatically. In addition, a form for ordering access cards is enclosed as an appendix to this notice. Order of admission card must be done no later than on November 8, 2021 - at 23:59 pm. The access card must be brought to the general meeting either electronically on smartphone/tablet or printed.

Voting papers will be handed out in the access control at the general meeting.

Proxy
All shareholders are entitled to appoint another person by proxy to attend the general meeting on their behalf. A proxy can be granted electronically in the Valuer Investor Portal. Alternatively, a proxy can be granted in writing by using the proxy form which can be obtained on the Company’s website: 

https://investors.valuer.ai/home/default.aspx. 

When filled in and signed, the form can be forwarded as a scanned document via e-mail to vpinvestor@vp.dk. 

Shareholders are encouraged to grant the proxy electronically in the Valuer Investor Portal. A proxy can be revoked. The right to attend and vote by proxy must be substantiated by adequate documentation. The deadline for submitting a proxy is November 8, 2021 at 23:59.

Postal vote
Shareholders may choose to cast postal vote.

Postal votes can be submitted electronically in the Valuer Investor Portal.

Alternatively, postal voting can be submitted by filling in the postal vote form which can be obtained on the Company’s website: 

https://investors.valuer.ai/home/default.aspx.

When filled in and signed, the form can be forwarded as a scanned document via e-mail to vpinvestor@vp.dk. Shareholders are encouraged to submit postal votes electronically in the Valuer Investor Portal. A postal vote cannot be revoked.

Postal votes must be received no later than on November 9, 2021 at 10:00.

A shareholder can choose to either grant a proxy or submit a postal vote, not both.

Share capital and voting rights
The share capital of Valuer Holding A/S amounts to DKK 613,846.14. Only one share class exists. The capital is divided into shares of DKK 0,02. Each share of DKK 0,02 gives one vote at the company’s general meetings.

Additional information
Up until and including the day of the GM, additional information regarding the GM will be available on the Company’s website at

https://investors.valuer.ai/home/default.aspx, including:

– The notice of the general meeting, including the agenda and complete proposals
– Proxy and postal vote forms to be used for voting by proxy or by postal vote
– Information on the total number of shares and voting right on the date of the notice

The general meeting will be conducted in Danish.

Questions from the shareholders
Prior to the general meeting, shareholders can submit questions regarding the agenda by sending these in writing to the Company by email to moha@valuer.ai.

For further information
Finn Peder Hove, Chairman
Tel: +45 20 35 19 30
email: finnpeder@gmail.com

Investor Relations contact
Morten Halager
Tel: +45 24 66 33 07
email: moha@valuer.ai

Jesper Skaarup Vestergaard
Certified Advisor
Grant Thornton
Tel: +45 31 79 90 00
email: jesper.vestergaard@dk.gt.com