26.4.2022 14:42:13 CEST | Brødrene Hartmann A/S | Decisions of general meeting

The annual general meeting adopted the report on the company’s activities in the past financial year. The report contained the information already communicated to Nasdaq Copenhagen A/S in the company’s electronic annual report 2021 on 8 March 2022. The report has furthermore been made publicly available at Hartmann’s website.

The annual report 2021 and the remuneration report 2021 were approved, and the members of the executive board and the board of directors were discharged from liability.

The annual general meeting adopted the proposal from the board of directors to carry the result of the year forward to next year (retained earnings).

Jan Klarskov Henriksen and Jan Madsen were re-elected to the board. Steen Parsholt and Marianne Schelde did not wish to be re-elected. Pernille Fabricius and Michael Strange Midskov were elected as new members of the board. The board is furthermore comprised of two employee-elected members, Palle Skade Andersen and Klaus Bysted Jensen, who have been elected by the employees for a four-year term (2022-2026).

The annual general meeting approved the remuneration to the board of directors for 2022, and the size of the remuneration to each of the board members for 2022 remains unchanged compared to 2021. Remuneration for an ordinary board member is thus DKK 250,000. The vice chairman and the chairman continue to receive this remuneration multiplied by 1½ and 3, respectively. Separate remuneration for participating in the audit committee was approved and continues to amount to ½ the base remuneration for ordinary members and 1½ the base remuneration for the chairman of the committee. Members of the nomination and remuneration committee do not receive remuneration for their work related to this committee.

EY Godkendt Revisionspartnerselskab was elected as new auditor of the company in accordance with the board’s proposal and the audit committee’s recommendation.

The board of directors was authorised to let the company acquire treasury shares with up to a nominal value of DKK 14,030,180 in the period until the next annual general meeting at the stock price plus/minus 10 per cent as a maximum at the time of the acquisition.

The annual general meeting approved the proposal from the board of directors concerning amendments to the company’s remuneration policy. The remuneration policy is available in full at the company’s website.

The annual general meeting adopted the proposals from the board of directors concerning

• inclusion of an additional item in the agenda of the annual general meeting in article 10.1 of the articles of association regarding the remuneration report,
• preparation and submission of the company’s annual report in English with effect from and including the annual report for 2022 and inclusion of a new article 20.2 in the articles of association in accordance therewith,
• disclosure of information, including company announcements, in English and inclusion of a new article 2.2 in the articles of association in accordance therewith as well as a consequential amendment of the headline of section 2, and
• authorisation of the board of directors to decide whether documents prepared for the internal use of the general meeting, e.g. notice and minutes, should be prepared in Danish or English, and whether the general meeting should be held in Danish or English as well as inclusion of a new article 8.8 in the articles of association in accordance therewith.

Reference is made to the amended articles of association available at the company’s website.

The annual general meeting authorised the chairman of the meeting with a full right of substitution to file resolutions passed at the general meeting for registration with the Danish Business Authority.

At a subsequent initial meeting of the board of directors, Jan Klarskov Henriksen was appointed chairman and Michael Strange Midskov was appointed deputy chairman.

Brødrene Hartmann A/S

Jan Klarskov Henriksen
Chairman of the board

Torben Rosenkrantz-Theil
CEO

Contacts

• Torben Rosenkrantz-Theil, CEO, (+45) 45 97 00 57

About Brødrene Hartmann A/S

Hartmann is the world’s leading manufacturer of moulded-fibre egg packaging and a market-leading manufacturer of fruit packaging in South America and India. The group is also the world’s largest manufacturer of technology for the production of moulded-fibre packaging. Founded in 1917, Hartmann’s market position builds on its strong technology know-how and extensive experience of sustainable moulded-fibre production dating back to 1936. Hartmann sells egg and fruit packaging to manufacturers, distributors and retail chains, which are increasingly demanding sustainable packaging solutions and specialised marketing expertise. Our versatile product portfolio is customised to accommodate customer and consumer needs in each individual market. Hartmann sells machinery and technology to manufacturers of moulded-fibre packaging in selected markets. Headquartered in Gentofte, Denmark, Hartmann has 2,800 employees. Hartmann’s production platform consists of 15 factories in Europe and Israel, North and South America, and India and Russia.

Attachments

• Course of Annual General Meeting 2022.pdf
• Appendix - speaking notes and presentation.pdf