Audientes A/S: Minutes of Extraordinary General Meeting

 Company announcement no. 01-2024

January 4, 2024

On January 4, 2024, at 15:00 CET an extraordinary general meeting was held in Audientes A/S (the “Company”, CVR-no. 36 04 76 31) at the Company’s address, Teknikerbyen 5, 2830 Virum.

The Company’s chairman Hossein Jelveh opened the meeting and informed that according to the Articles of Association section 5.6, the board of directors appointed him as chairman of the meeting.

Hossein Jelveh accepted the nomination and noted that the meeting was regularly constituted and convened and a quorum in every respect. The chairman pointed out that notice of the extraordinary general meeting had been posted via Spotlight Stock Market on December 14, 2023, by separate company announcement and the same day posted on the Company’s webpage.

At the meeting, all representatives of the Management of the Company as well as half of the board of directors were present (Hossein Jelveh, Steen Thygesen).

The share capital of the Company is DKK 5,938,432.22 divided into 59,384,322.2 shares of DKK 0.10 each. Each share of nominally DKK 0.10 carries one vote and there are 59,384,322.2 votes in total.

Of the Company’s total share capital of DKK 5,938,432.22, shareholders representing approx. 7,45% (DKK 442.374) with 4.423.740 votes were present in the form of four proxy votes to the board of directors.

The extraordinary general meeting has been called for transaction of the following agenda: 

1. Appointment to the board of directors
2. Authorization to inform the Danish Business Authority of decisions taken at the extraordinary general meeting
3. Any other business

Requirements for resolutions: The proposal under items 1 and 2 may be adopted by a simple majority of votes.

Minutes of the extraordinary general meeting:

Re item 1: Appointment to the board of directors

The nominated board member had submitted his CV and list of managerial responsibilities to be reviewed by the shareholders in advance of the general meeting.

The nominated board member Mr. Wendi Ma was elected to the board of directors by all votes present in the meeting. He will replace the current board member Mr. Jesper Rhode Andersen, who will resign from the board of directors and join the advisory board of Audientes instead.

Re item 2: Authorisation for registering of the resolutions made at the extraordinary general meeting with the Danish Business Authority

It was resolved on the extraordinary general meeting with all votes cast and share capital represented that Steen Thygesen, CEO Audientes A/S, with a right of substitution, is authorised to register the resolutions made at the extraordinary general meeting with the Danish Business Authority 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 or approving the resolutions passed by the general meeting.

Re item 3: Any other business

There was nothing under this item.

The general meeting was adjourned by the chairman Hossein Jelveh.

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About Audientes A/S

Audientes A/S is a Danish hearing health company specializing in smart, self-fitting and affordable hearing aids and advanced hearables. Audientes’ unique hearing aid solution, Ven™ by Audientes, is available for purchase in the Indian and Nepalese markets and will be introduced in other markets in the coming years. Companion by Audientes is an advanced hearable, a consumer electronics product, that is commercially available in Europe and later in 2024 in Japan, China, and other markets.

Audientes’ mission is to make high-quality hearing aids and hearables for hearing improvement or hearing enhancement accessible to everyone who needs them globally. Audientes is listed on Spotlight Stock Market Denmark (AUDNTS) and headquartered in Copenhagen, Denmark with a subsidiary in Hyderabad, India.

For additional information please refer to the company’s websites, www.audientes.com, www.audientes.eu or www.audientes.in.