No. 5/2025 - notification for convening the annual general meeting

Nasdaq Copenhagen
Nikolaj Plads 6
DK-1067 Copenhagen K.

Copenhagen, February 28, 2025
Announcement no. 5/2025

Cemat A/s.
The company reg. (CVR) no. 24 93 28 18
The annual General Assembly

By the present, the Board of Directors convenes the annual General Assembly of Cemat A/S (“Company”) for Wednesday, March 26, 2025, at 13:00 at the DLA Denmark Dla Piper office, Oslo Plads 2, 2100 Copenhagen OE, Denmark.

Agenda

The agenda of the annual general meeting is as follows:

The management report on the activities of the company in the last financial year.

Presentation of the annual auditory report for adoption.

The proposal of the Board of Directors for learning the profit or covering the loss according to the adopted annual report.

Presentation and indicative vote on the remuneration report.

Approval of the fees of the Board of Directors for the current financial year.

The choice of members in the Board of Directors.
The appointment of the auditor.

Proposals from the Board of Directors or shareholders.

Any other business.

Complete proposals

Re for 1 Management Report on company activities in the last financial year.

The Board of Directors proposes that the General Assembly take note of the management report.

Re point 2 Presentation of the annual auditory report for adoption.

The Board of Directors proposes that the General Assembly adopt the annual report.

I point 3 the proposal of the Board of Directors for learning the profit or covering the loss according to the adopted annual report.

The Board of Directors proposes that the profit for the year registered in the annual report, adopted by the General Assembly to be transmitted for next year.

I point 4 the presentation and the indicative votes on the remuneration report.

The Board of Directors proposes that the General Assembly adopt the remuneration report presented.

Re point 5 approval of the fees of the Board of Directors for the current financial year.

The Board of Directors proposes that the members of the Board of Directors receive the basic 220,000 DKK tax for the financial year 2025.

The chairman of the Board of Directors will receive the basic tax multiplied by a factor of 2.5, and the Vice -President will receive the basic tax multiplied by a factor of 1.75.

Re point 6 The choice of members in the Board of Directors.

Board of Directors proposes to choose:

Fredde Clausenpresident, born in 1959
Professional council
Various banking qualifications
Graduate diploma in business administration
Elected president in 2018
Other duties and offices:
Fredde Clausen Holding Aps (CEO)
Core Poland Residential V (Council member)
Malik Supply A/S (President)
Development A/S (President)
Søndergaard holding Aalborg APS (President)
Palma ejendomme APS (President)
EjendomSselskabet Gøteborgvej 18 APS (Vice -President)
Pl Holding Aalborg A/S (President)
Radioanalyzer APS (president)
Independent
Special qualifications: Strategic Management, Business and Real Estate Development
Languages: Danish and English

The dam was JensenVice -President, born in 1951
Real estate agent
Member of the Danish association of authorized real estate agents
Diploma in administration
Elected vice -president in 2005
Other duties and offices:
Owner of real estate agency Charter E. Dam Jensen
President and Single Damage shareholder A/S Eivind Jensen
Owner of Brundtland Golfcenter (through A/S Eivind Dam Jensen)
Undepending
Special skills: purchase, sale, evaluation and commercial rental and
Investment properties and property management
Languages: Danish, English and German.

Joanna L. Iwanowska-Nielsenborn in 1968
Real estate expert
License in International Trade, Organization and Management
from the Warsaw School of Economics
Joined the Board of Directors in 2016
Directions and other managerial positions:
Member of the Board of Directors of Malkowo Durable
Advisor to the Board of Directors, EcoFarm Foundation
Member of the Board of Directors of Coille Righ Green Energy, Scotland
Member of Wildanova Board of Directors
Member of the Board of Directors at Nielsennielsen LTD (UK)
Driving partner in Nolta Consultants and Nolta Caroardier Experts
Member of the Board of Directors of EPI (European Property Institute) Think Tank
Member of Warsaw Women in Real Estate and Development
Founding member of Women in Global Health’s Cee Chapter
Without directions in other Danish companies
Independent
Special qualifications:
Experience in real estate trade in Poland, CEE and
internationally (development, strategy, sales and project
Management both in commercial and residential property
sectors, including sustainable housing, agricultural enterprises and energy solutions)
Coach and Mentor of EMCC accredited business
Languages: Polish, English and Russian.

Brian Winther Almind, Born in 1966
Executive Vice -President, DSV group property
Joined the Board of Directors in 2023
Other duties and offices:
Shipping agent – Ellegard Transport, of which 2 years were in Verona, Italy
Traffic Manager – DFDS transport
Traffic Manager – DHL A/S
Executive Vice -President – DSV A/S of 1997
Directions and other managerial positions:
Member of the Board of Directors in several companies owned by DSV A/S
Network – European Logistics Forum (ELF), VL 111
Without directions in other Danish companies
Special skills:
Generic management, business development, companies integration. Property in relation to the acquisition of land, handling the public sector, project management, construction, purchase and sale, leasing, law, strategy, funding, various large projects in more than 90 countries.
Languages: Danish and English.

Re point 7 appointment of the auditor.

The Board of Directors proposes that BDO Statsautoriset Revisaktieselskab should be appointed.

Re for 8 proposals from the Board of Directors.

No proposals were received from the Board of Directors or from the Executive Council

general information

The nominal share capital of the company amounts to 4,997.006.06 DKK, divided into 249,850,303 DKK 0.02 shares. Each weight in DKK 0.02 gives the owner’s right to a single vote.

The company has concluded a connection with VP Securities A/S. Thus, the financial rights of the shareholders can be exercised through the VP securities.

Requirements for adoption

Articles 2-7 considered at the General Assembly will be determined by a simple majority of votes, see Article 10.1 of the company’s association articles, as well as section 105 of the Law on Danish companies.

The company’s site

This notification, including the agenda, remuneration report, information on the total number of actions and voting rights at the date of notification and proxy, the postal voting and registration forms for the order of an entry book, will be made available to the shareholders on the company’s site, www.cemat.dk, within the “Investor/General Meetings”.

This notification was also published through NASDAQ Copenhagen A/S, the IT system of the Danish business authority and the company’s website, as well as by e-mail to shareholders who have requested the notification of the e-mail regarding the General Assemblies when they assert their e-mail addresses.

Date of registration

The shareholders will have the right to exercise their right to attach the votes to the shareholders’ actions, by participating in the general meetings of the company or by post proportionate to their participation at the date of registration, which is one week before the General Assembly.

The registration date is Wednesday, March 19, 2025.

The shareholder of each individual shareholder will be determined at the end of the registration date based on the number of shares held by the shareholder according to the shareholder register, as well as any notification of property received by the company in the register of shareholders, but has not yet been registered. In order to be registered in the shareholder register and included, the notifications of action must be documented by a transcript from VP Securities A/S or other similar documentation. This documentation must be received by the company before the end of the registration date.

Only the persons who are shareholders of the company at the date of registration will have the right to participate and vote at the General Assembly, but see below on the timely request for shareholders for the entrance cards.

Consequently, any person who has acquired shares, either by transfer or otherwise, will not have the right to vote the actions in question at the General Assembly, unless it was registered in the shareholders’ register or notified the company and provided the documentation of its purchase, no later than on the date of registration, which is on Wednesday, 2025.

Entry books

In order to participate in the General Assembly, the shareholders must request an enrollment book for the General Assembly at the latest, March 21, 2025. The entrance cards can be requested electronically through www.cemat.dk until Friday, March 21, 2025, at 23:59 using the Mitid or Custody account number and the password on the shareholders’ portal. The shareholders registered for the electronic general meeting will immediately receive a confirmation of their registration.

It is also possible to request a registration card by redirecting a completed registration form to the company owner from the shareholder register, computershare A/S, Lottenborgvej 26D, 2800 Kongens Lyngby, Denmark, which must receive the form until Friday, March 21, 2025 to 23.59. The registration form is available at www.cemat.dk.

Please note that the ordered admission cards will no longer be sent by ordinary mail.

The admission cards ordered through the shareholders ‘portal will be sent electronically by E -Email to the E -mail address specified in the shareholders’ portal. The admission card must be presented at the annual general meeting, or electronically on a smartphone/tablet, or in a printed version.

The admission cards can be lifted at the entrance to the General Assembly at the presentation of a valid ID.

Proxy

The shareholders have the right to participate through the power of attorney. An electronic proxy tool can also be sent through the shareholders portal until Friday, March 21, 2025, at 23:59.

The complete power of attorney form must be received by the owner of the company in the shareholder register, computershare A/S, until Friday, March 21, 2025, at 23:59. The proxy form is available at www.cemat.dk.

Postal voting

The shareholders can choose to vote by post, that is, by expressing their votes in writing, before the General Assembly, instead of attending the General Assembly and voting there.

The shareholders who choose to vote in the mail can send their electronic postal vote through the shareholders’ portal or they can send the postal vote to the A/S computers where they should be received until Tuesday, March 25, 2025, at 16:00.

Once received, a postal vote cannot be reminded. Please note that the letters can last sometimes a few days to get to your destination.

question

The shareholders will have the opportunity to ask questions on the agenda, as well as to the other materials for the General Assembly before the General Assembly.

Any questions about this ad may be directed to [email protected].

Cemat A/s.

Fredde Clausen
President of the Board of Directors

This ad has been issued in Danish and English. In the case of any inconsistency, the Danish version will predominate.

Please write to [email protected] to register from this mail list.

Announcement no. 5 – 28.02.2025 – Notification for convening AGM 2025