Extraordinary General Meeting of RTX to be held on 27 February 2018
January 31 2018 - 9:27AM
Extraordinary General Meeting of RTX to be held on 27 February 2018
Enclosed please find a convening to the Extraordinary General
Meeting of RTX to be held on Tuesday 27 February 2018 at 2.00 pm at
the Company’s address: Stroemmen 6, Noerresundby. The Extraordinary
General Meeting is called for final adoption of some of the
proposals approved at the Company’s Annual General Meeting on 25
January 2018.
Best regards,RTX A/S
Peter
Røpke
CEO
Questions and further information: Peter Røpke, CEO, tel. +45 96
32 23 00Please visit RTX’s website at: www.rtx.dk
Extraordinary General
Meeting
to be held on Tuesday 27 February 2018 at
2.00 pmat the Company’s address Stroemmen 6,
DK-9400 Noerresundby
The agenda for the General Meeting is as
follows:
1. Final adoption of
the proposal approved at the Annual General
Meeting on 25 January 2018 to reduce the Company’s share capital
with an amount of nominal DKK 1,000,000 from DKK
45,714,190 to DKK 44,714,190 by annulment of 200,000 treasury
shares acquired by the Company in the share repurchase programme
and that article 4.1 of the Articles of Association is consequently
amended.
The
Board of Directors proposes that the Company’s share capital is
reduced with an amount of nominal DKK 1,000,000 from DKK 45,714,190
to DKK 44,714,190 by annulment of 200,000 treasury shares acquired
by the Company in the share repurchase programme and that article
4.1 of the Articles of Association is consequently amended
to: ”The Company’s share
capital amounts to DKK 44,714,190 divided in shares at DKK 5 or
multiples hereof.”
2. Final adoption of the proposal
approved at the Annual General Meeting on 25 January 2018 that the
Company’s provisions regulating the powers to bind the company is
amended and that article 14.1 of the Articles of Association is
consequently amended.
The Board of
Directors proposes that article 14.1 of the Articles of Association
is amended to:
” The company is subscribed by two directors together or by one
director in association with a member of the Board of Directors or
by 5 members of the Board of Directors in association or by the
entire Board of Directors.”
3. Final adoption of the proposal
approved at the Annual General Meeting on 25 January 2018 that
Attorney Henrik Møgelmose is given authorization.
The
Board of Directors proposes that Attorney Henrik Møgelmose is
authorized to inform the Danish Business Authority of any decisions
taken at the Annual General Meeting and in this connection to make
any changes and addendums to the decisions and the Company’s
Articles of Association that the Danish Business Authority may
require to register the decisions.
Share capitalThe share capital amounts to DKK
45,714,190. Only one share class exists. The capital is divided on
shares at DKK 5. Each share of DKK 5 gives one vote.
Agenda and documents
No later than Wednesday 31 January 2018, the
convening, agenda and complete proposals will be made available at
the Company’s website www.rtx.dk as well as sent to all
shareholders having so requested. Necessary information and
documents for the General Meeting are available from the same date
at the Company’s website www.rtx.dk.
Adoption requirements Adoption
of the proposals under agenda items 1 - 3 can be adopted without
regard to the amount of capital represented by such qualified
majority as required by the companies Act, ref. Articles of
Association, article 10.4. Shareholders’ right to attend
the Annual General Meeting and to voteA shareholder’s
right to attend the General Meeting and to vote is determined on
the basis of the shares held by the shareholder at the date of
registration, which is Tuesday 20 February 2018. A shareholder must
take out an admission card for him or herself as well as for any
advisor on Friday 23 February 2018 at the latest. Admission cards
shall be issued to any such person who, according to the register
of shareholders, is recorded as shareholder on the date of
registration or for whom the Company at the date of registration
has received an adequate request to be recorded in the register of
shareholders.
Admission cards with voting slips can be
obtained from VP Investor Services A/S on tel. +45 43 58 88 91 on
Friday 23 February 2018 at 11.59 pm at the latest. Admission cards
with voting slips can also be obtained at VP Investor Services A/S’
website www.vp.dk/gf or RTX’s website www.rtx.dk on Friday 23
February 2018 at 11.59 pm at the latest.
Voting shareholders, who are unable to attend
the General Meeting, may grant a power of attorney. Power of
attorney form is available at www.rtx.dk or can be obtained from VP
Investor Services A/S on tel. +45 43 58 88 91. Power of attorney
must be filled in, signed and sent by e-mail to vpinvestor@vp.dk or
to VP Investor Services A/S, Weidekampsgade 14, DK-2300 Copenhagen
S. The power of attorney must be sent to RTX A/S or VP Investor
Services A/S no later than Friday 23 February 2018 at 11.59 pm.
Voting shareholders, who are unable to attend
the General Meeting, may vote by post. Postal voting form is
available at www.rtx.dk or can be obtained from VP Investor
Services A/S on tel. +45 43 58 88 91. Postal votes must be received
by RTX A/S, Stroemmen 6, DK-9400 Noerresundby no later than Monday
26 February 2018 at 11.59 pm.
At the General Meeting the Board of Directors
will answer questions from the shareholders on conditions important
to the evaluation of questions to be addressed at the General
Meeting. Prior to the General Meeting questions may be sent to the
Board of Directors by e-mail to ir@rtx.dk or by post to RTX A/S,
Att. ”Investor Relations”, Stroemmen 6, 9400 Noerresundby.
Noerresundby, Denmark, 31 January 2018
Board of DirectorsRTX A/S
Notice to EGM with agenda
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