Resolutions passed at Annual General Meeting– company announcement no. 7/ 2019

Santa Fe Group A/S

Santa Fe Group A/S’ Annual General Meeting

Today, the Annual General Meeting of Santa Fe Group A/S was held at Scandic Sluseholmen, Molestien 11, DK-2450 Copenhagen SV, where the following agenda items were presented:

• The Board of Directors’ report was noted.
• The Annual Report for 2018 was adopted, and discharge was granted to the Board of Directors and the Executive Management.
• The fees for the Board of Directors for 2019 were approved.
• The distribution of the result of the year was approved.
• The nominated board candidates Henning Kruse Petersen, Preben Sunke, and Jesper Teddy Lok were re-elected for the Board of Directors.
• KPMG P/S was re-elected as the Company’s auditor.
• The Board of Directors was authorised to acquire treasury shares.
• The proposal from the Board of Directors to reduce the Company’s nominal share capital through amending the denomination of the share capital from DKK 864,364,165 to DKK 43,218,208.25 by transfer to special reserves was adopted.
• The proposal from the Board of Directors be authorised to increase the share capital until 30 April 2020 were adopted so that:
  • the authorisation to increase in the share capital with pre-emptive subscription rights for existing shareholders to a maximum nominal amount of DKK 8,643,641.50
  • the authorisation to increase the share capital without pre-emptive subscription rights for existing shareholders is amended to a maximum nominal amount of DKK 8,643,641.50, provided that the increase shall be effected at market price if issued as a private placement; and
  • the authorisations referred to in the items above are subject to an aggregate maximum of the nominal amount of DKK 8,643,641.50.

The general meeting did not adopt the two shareholder proposals regarding:

• Amending Article 8.1 of the Articles of Association regarding the number of members of the Board of Directors.
• Amending Article 8.2 of the Articles of Association regarding age limit.

At the subsequent meeting of the Board of Directors, Mr. Henning Kruse Petersen was elected Chairman and Mr. Preben Sunke was elected Deputy Chairman.

Yours sincerely,

Santa Fe Group A/S

For further information:

Martin Thaysen, Group CEO, +44 20 3691 8300

Christian Møller Laursen, Group CFO, +44 20 8963 2514