Notice to convening an ordinary general meeting of shareholders of Nordic Fibreboard AS
The annual general meeting of shareholders of Nordic Fibreboard AS (registry code 11421437, address Rääma 31, Pärnu 80044, hereinafter the Company) will take place on 27 May 2026 at 10:00 at the office of Nordic Fibreboard AS, located at Rääma 31, Pärnu 80044.
Registration of participants will begin at 09:45 at the meeting venue. Registration will end at 10:00.
The list of shareholders entitled to participate in the general meeting will be determined 7 (seven) days prior to the meeting, i.e. on 20 May 2026, at the end of the working day of the Nasdaq CSD Estonia settlement system.
Agenda of the Annual General Meeting with the proposals of the Supervisory Board:
- Approval of the annual report for the financial year 2025
Proposal of the Supervisory Board: To approve the annual report of the Company for 2025 prepared by the Management Board, according to which the consolidated balance sheet total of the Company as of 31.12.2024 was 9,323,053.75 euros and the net loss for the financial year was 1,154,287.17 euros. - Allocation of loss for the financial year 2025
Proposal of the Supervisory Board: To cover the net loss of 1,154,287.17 euros for the financial year 2025 from retained earnings of previous periods. - Election of auditor for the financial year 2025 and determination of remuneration procedure
Proposal of the Supervisory Board: To elect AS PricewaterhouseCoopers (registry code 10142876; address Pärnu mnt. 15, 10141 Tallinn) as the auditor of the Company for the financial year 2026. Payment for auditing services shall be made based on a contract concluded with the audit firm. - Amendment of the Articles of Association
Proposal of the Supervisory Board: The Management Board proposes to the shareholders to amend clause 1.2 of the Articles of Association and approve it in the following wording:
“The registered office of the Company shall be Tallinn, Republic of Estonia”
To approve the new version of the Articles of Association as submitted to the general meeting.
As of the date of publication of this notice, the share capital of Nordic Fibreboard AS is 849,906.10 euros. The Company has 8,499,061 shares without nominal value, each share granting one vote.
For registration, participants are requested to submit the following documents:
- Shareholders who are natural persons must present an identity document; representatives must present a power of attorney in a format reproducible in writing.
- A representative of a shareholder that is a legal person must present a valid registry extract where the person is registered and which grants the right of representation (legal representation), as well as an identity document. Representatives who are not legal representatives must also present a valid power of attorney in a format reproducible in writing.
A shareholder may notify the Company of the appointment of a representative or withdrawal of a proxy prior to the general meeting by sending a signed notice to the Company’s email address group@nordicfibreboard.com or delivering it in a format reproducible in writing on working days between 09:00 and 16:00 to the Company’s office at Rääma 31, Pärnu, using the forms available on the Company’s website https://www.nordicfibreboard.com/et/investor/. Such notices must be received by the Company no later than 22 May 2026 at 23:59.
Shareholders may review all documents related to the annual general meeting on the Company’s website https://www.nordicfibreboard.com/et/investor/ and at the Company’s office at Rääma 31, Pärnu on working days from 09:00 to 16:00 from the announcement of the meeting until the day of the meeting. Please notify in advance via email at group@nordicfibreboard.com.
A shareholder has the right to receive information from the Management Board at the general meeting about the Company’s activities. The Management Board may refuse to provide information if there are grounds to believe that this may cause significant damage to the Company’s interests. If the Management Board refuses, the shareholder may request that the general meeting decide on the legality of the request or submit an application to the court within 2 (two) weeks in non-contentious proceedings to oblige the Management Board to provide the information.
All questions regarding the agenda items of the annual general meeting may be submitted to the Company’s email address group@nordicfibreboard.com no later than 3 days before the meeting, i.e. by 21 May 2026 at 16:00.
Shareholders whose shares represent at least 1/20 of the share capital may request the inclusion of additional items on the agenda, provided that such request is submitted no later than 15 days before the meeting, i.e. by 12 May 2026 at 23:59, to the Company’s email address group@nordicfibreboard.com or to the Company’s office at Rääma 31, Pärnu, on working days between 09:00 and 16:00. A draft resolution or justification must be submitted together with the proposal.
Shareholders whose shares represent at least 1/20 of the share capital may submit to the Company a draft resolution on each agenda item by sending it in writing to group@nordicfibreboard.com or to the Company’s office at Rääma 31, Pärnu, on working days between 09:00 and 16:00. The draft must be received by the Company electronically or by post no later than 3 working days before the meeting, i.e. 21 May 2026.
Danel Hirbaum
Member of the Management Board
Nordic Fibreboard AS
Phone: +372 56488882
Email: group@nordicfibreboard.com
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