Ress Life Investments A/S publishes notice for Annual General Meeting

Ress Life Investments A/S
Nybrogade 12
1203 Copenhagen K
Denmark
CVR nr. 33593163
www.resslifeinvestments.com

To: Nasdaq Copenhagen
Date: 27 March 2024

Corporate Announcement 11/2024

Ress Life Investments A/S publishes notice for Annual General Meeting

TO THE SHAREHOLDERS OF RESS LIFE INVESTMENTS A/S

In accordance with Article 9.8 of the Articles of Association, notice is hereby given of the Annual General Meeting of Ress Life Investments A/S (the "Company") which will take place on Wednesday 17 April 2024 at 10.00 a.m. at Nybrogade 12, 1203 Copenhagen K, Denmark.

Shareholders in the Company are invited to participate.

Agenda for the Annual General Meeting:

1)     Adoption of the annual report
2)     Appropriation of profit or loss as recorded in the adopted annual report
3)     Election of members of the Board of Directors
4)     Approval of the Remuneration Report
5)     Approval of remuneration for the Board of Directors for the financial year 2024
6)     Appointment of auditor
7)     Any other business


COMPLETE PROPOSALS

Re. item 1

The Board of Directors proposes that the annual report be adopted.

Re. item 2

The Board of Directors proposes that the profit as recorded in the annual report as adopted by the general meeting should be distributed in accordance with the annual report.

Re. item 3

The Board of Directors proposes that Henrik Franck is elected as a new member to the Board of Directors.

MrHenrik Franck has worked in senior positions in the financial industry since over 30 years, most recently as CIO of the asset manager Formuepleje. Before that Henrik Franck was Head of Investments at the pension fund PFA and held various roles at JOP pension fund and the asset manager, BankInvest.

The Board of Directors proposes that Søren Andersen, Jeppe Buskov and Anne Buchardt be re-elected to the Board of Directors.

Mr Søren Andersen has been a member of the Board of Directors of the Company since August 2019. Mr Andersen is the managing director of Nordic I&P DK ApS, S.A. Consulting ApS, FPension A/S and NHMSA ApS. Mr Andersen currently is a board member of FPension A/S.

Mr Jeppe Buskov has been a member of the Board of Directors of the Company since February 2014. Mr Buskov currently holds the position as chairman of the board of directors of Advokatfirmaet Kromann Reumert International A/S. Mr Buskov is a board member of KR 649 A/S.

Mrs Anne Buchardt has been a member of the Board of Directors of the Company since January 2020. Mrs Buchardt is the chairman of the board of Danske Invest Management A/S and Global Head of Private Banking of Danske Bank A/S. Mrs Buchardt is a board member of Danske Private Equity A/S and managing director of Bølgebrus Holding ApS.

Re. item 4

The Board of Directors proposes that the Remuneration Report attached to this notice be approved.

Re. item 5

The Board of Directors proposes the following remuneration for the Board of Directors for the financial year 2024:

• Ordinary members will receive a basic remuneration of DKK 90,000
• The chairman will receive a basic remuneration of DKK 215,000

Re. item 6

The Board of Directors proposes that Deloitte Statsautoriseret Revisionspartnerselskab should be re-elected as auditor. The Board of Directors has not been influenced by any third party and has not been bound by any third-party agreement, restricting the general meeting's choice of auditor to certain auditors or audit firms.

REGISTRATION, ADMISSION, PROXY AND POSTAL VOTE

Registration date

A shareholder’s right to participate in the general meeting and the number of votes, which the shareholder is entitled to cast, is determined in accordance with the number of shares held by such shareholder on 10 April 2024 (the registration date). The shares held by each shareholder are determined at the registration date on the basis of the shareholdings registered in the share register in accordance with any notices on shareholding received, but not yet registered, by the Company in the share register.

Deadline for notice of attendance

A shareholder or its proxy wishing to attend the general meeting must give notice of their participation to the Company no later than 12 April 2024, see Article 11.5 of the Articles of Association. Similarly, the shareholders’ advisor or the shareholders’ proxy’s advisor must give notice of their participation to the Company no later than 12 April 2024. Notice of participation may be given to the Company using the form attached as Appendix 1, which shall be sent, duly completed and signed, to Ress Life Investments A/S, Nybrogade 12, 1203 Copenhagen K, Denmark by letter or by email to RessLifeGroup@citco.com for receipt no later than 12 April 2024, 23:59 p.m.

Proxy

If you are prevented from attending the general meeting, you may appoint a proxy, e.g. the Board of Directors, to cast the votes carried by your shares. If you wish to appoint a proxy, please return the instrument of proxy form attached as Appendix 2, duly signed and dated, to Ress Life Investments A/S, Nybrogade 12, 1203 Copenhagen K, Denmark by letter or by email to RessLifeGroup@citco.com for receipt no later than 12 April 2024, 23:59 p.m.

Postal vote

You may also submit your votes by post before the date of the meeting. If you wish to vote by post, please fill in and return the postal vote form attached as Appendix 2, duly signed and dated, to Ress Life Investments A/S, Nybrogade 12, 1203 Copenhagen K, Denmark by letter or by email to RessLifeGroup@citco.com for receipt no later than 16 April 2024, 17:00 p.m.

SHARE CAPITAL AND VOTING RIGHTS

The Company's share capital is EUR 85,787,500 divided into shares of EUR 500, cf. Article 3.1 of the Company's Articles of Association. Pursuant to Article 11.1, each share of EUR 500 carries one (1) vote:

Number of shares:	171,575
Number of votes:	171,575

AGENDA ETC.

The agenda and the Annual Report for the period 1 January – 31 December 2023 will be available for inspection by the shareholders on all business days and within normal business hours at the office of the Company at Nybrogade 12, 1203 Copenhagen K, Denmark no later than 3 weeks before the general meeting.

The         following         information         will         be         made         available         at         the         Company’s         website
(http://resslifeinvestments.com/) not later than 3 weeks before the meeting:

1. Notice convening the meeting.
2. The total number of shares and voting rights as at the date of the notice.
3. The documents to be submitted to the general meeting.
4. The agenda and the full text of the proposals.
5. The forms to be used for voting by proxy and by post, if relevant.
   
   

RIGHT TO INQUIRE

At the general meeting, the management will answer questions from the shareholders on matters of relevance to the assessment of the Annual Report for the period 1 January – 31 December 2023, the Company’s position, and other questions to be addressed by the meeting.

Questions related to this announcement can be made to the Company’s CEO Ketil Poul Petersen, email: ketilp.rli@gmail.com or to the Company’s AIF-manager, Resscapital AB, Gustaf Hagerud email: gustaf.hagerud@resscapital.com.

Attachments

• Remuneration Report Ress Life Investments AS
• AGM Notice and Agenda 17042024
• AGM Notice of Attendance Form 17042024
• AGM Proxy and Postal Voting Form 17042024

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