The management board of Airobot Technologies AS, registry code 16405978, address Suur-Sõjamäe tn 37a, 75322, Rae Parish, Estonia (hereinafter the Company), hereby publishes the following draft resolutions of the shareholders in accordance with § 299¹ of the Commercial Code, to be adopted without convening a general meeting.
Shareholders eligible to vote are requested to submit their votes (for or against the proposed resolutions) using the voting form available on the Company’s website (https://airobothome.com/investor/), signed digitally, no later than 11:59 PM Estonian time on May 22, 2025. The completed voting form should be sent to the Company's email address info@airobothome.com, or submitted in hard copy with a handwritten signature to Suur-Sõjamäe tn 37a, 75322, Rae Parish. If the voting form is signed by a representative of a natural person or an authorized representative of a legal person whose right of representation is not evident from the commercial register, a power of attorney must also be provided. Shareholders should choose a delivery method that ensures documents arrive by the aforementioned deadline. If a shareholder does not express their position by the deadline, it is considered a vote against the resolution.
As of the date of publication of these draft resolutions, the Company’s share capital is EUR 251,106.70, divided into 2,511,067 ordinary shares, each granting one vote. The list of shareholders entitled to vote will be determined based on the Nasdaq CSD SE settlement system records as of the end of the business day on May 15, 2025 (seven days before the voting deadline).
The management board of the Company submits the following draft shareholder resolutions for voting:
1. Approval of the annual report for the financial year 2024
To approve the Company’s consolidated annual report for the financial year 2024 as submitted to the general meeting.
Proposal of the supervisory board regarding the draft resolution: to adopt the resolution as drafted above.
2. Allocation of the loss of the Company for the financial year 2024
The Company’s net loss for the financial year 2024 was EUR 248,071.96. Based on this:
2.1 The loss of EUR 248,071.96 for the financial year 2024 shall be carried forward under retained losses from previous periods.
Proposal of the supervisory board regarding the draft resolution: to adopt the resolution as drafted above.
In order to vote on the resolutions of shareholders:
1. by sending the voting form, completed and digitally signed by the shareholder entitled to vote or by his/her authorised representative, or by sending a paper voting form, signed and scanned, by e-mail to info@airobothome.com during the voting period.
2. by submitting the paper voting form, completed and signed by the shareholder entitled to vote or his/her authorised representative, or by sending it to the Company's office at Suur-Sõjamäe tn 37a, 75322, Rae vald, Estonia, so that it arrives at the latest by the end of the voting period.
In order to enable the identification of the shareholder, the voting form submitted by e-mail must be digitally signed with a qualified e-signature within the meaning of the eIDAS Regulation (in Estonia, for example, with an ID card, mobile ID or a newer smart-ID account complying with the qualified e-signature standard). When sending a paper-signed and scanned voting form by e-mail or when sending a paper-signed voting form by post, a copy of the personal data page (including the date of validity of the document) of the identity document of the shareholder or the shareholder's representative (e.g. passport or ID card) must be sent together with the voting form. In addition, the shareholder's proxy must submit a valid power of attorney in a form that can be reproduced in writing in Estonian or English. The form of proxy is available on the Company’s website: https://airobothome.com/investor/.
In case the shareholder is a legal person registered abroad, please also submit an extract from the relevant (commercial) register where the legal person is registered, which gives the person the right to represent the shareholder (statutory right of representation). Unless otherwise provided by the foreign treaty, we kindly ask you to legalise or apostille the registration documents (except for a power of attorney in writing) of a legal person registered abroad. If the registration documents are in a language other than Estonian or English, translations into Estonian or English by a sworn translator or an official who is an equivalent of a sworn translator must be attached.
The voting form, the proxy form, the consolidated annual report of the Company for the financial year 2024 together with auditor’s opinion, the management board resolution on the draft resolution, the supervisory board resolution on the agenda and proposals for the draft resolutions and the annual report, and draft resolutions are all available on the Company’s website: https://airobothome.com/investor/.
The adopted resolutions will be made known to the shareholders in the form of a stock exchange release and on the Company's website. The full minutes, together with the opinions delivered, shall be made available to the shareholder upon request. Pursuant to § 299¹ (5) of the Commercial Code, all written positions submitted by shareholders will form an integral part of the voting protocol.
Questions on the draft resolutions can be submitted to the Company's e-mail address info@airobothome.com until the deadline for shareholders to submit their comments.
Additional information:
Heiki Aulik
Member of the Management Board
Airobot Technologies AS
Tel: +372 528 3181
Email: heiki@airobothome.com