Minutes from Annual General Meeting in Wirtek A/S
Company Announcement no. 4/2026
15 April 2026
On 15 April 2026 the Annual General Meeting (AGM) for Wirtek A/S, Cvr.no. 26042232, was held electronically.
Present at the meeting:
Shareholders representing 39.7 % of the deciding share capital.
The board of directors.
Janie C. Nielsen was appointed as chairperson of the meeting according to the articles of association.
The chairperson declared that the notice was legally convened and that the annual general meeting was duly constituted and formed a quorum.
Agenda according to articles of association
1. The board of directors' report on the activities of the company during the past financial year
Chairman of the board of directors Kent M. Sørensen reported on the company's activities during the past year based on the audited annual report which is published on Wirtek's homepage.
The report was taken into account by the general meeting.
2. Adoption of the annual report
The annual report was approved unanimously.
3. Resolution on distribution of profit or loss recorded in the annual report adopted by the general meeting
The Board of Directors proposed that the loss for the year be carried forward to the next financial year and that no dividend be distributed.
The proposal was approved unanimously.
4. Resolution on discharge of the board of directors and executive board
The chairman of the AGM asked the AGM to accept discharge of the board of directors and executive board.
The proposal was approved unanimously.
5. Appointment of members of the board of directors
The board of directors proposed re-election of Kent Mousten Sørensen, Janie Charlotte Nielsen, and Martin Dommerby Kristiansen.
The proposal was approved unanimously.
6. Appointment of auditor
The board of directors proposed re-election of BDO Statsautoriseret Revisionsselskab as the auditor of Wirtek A/S.
The proposal was approved unanimously.
7. Resolution to authorize the board of directors to purchase treasury shares
The board of directors proposed that the AGM authorizes the board of directors to acquire treasury shares during the period until next ordinary AGM. It is proposed that the board of directors is authorized to acquire up to 10% of the share capital at a share price within +/- 5% of the official price quoted on Nasdaq Copenhagen A/S.
The proposal was approved unanimously.
8. Any proposals from the board of directors and/or shareholders
a. Proposal from the Board of Directors to authorise a capital increase without pre-emption rights for existing shareholders.
The Board of Directors proposes that the general meeting authorise the Board to carry out a capital increase without pre-emption rights. The other key terms of the authorisation are as follows:
- Duration: The authorisation is granted until 14 April 2031.
- Number of shares: Nominally DKK 300,000.00 divided into shares of nominally DKK 0.15 each, corresponding to 2,000,000 shares.
- Pre-emption rights: It is proposed that the pre-emption rights of existing shareholders be disapplied.
The remaining terms of the authorisation are set out in the proposed new Articles of Association, clause 3.6.
The authorisation also entails that the Board of Directors is authorised to make the necessary amendments to the Company's Articles of Association as a consequence of the capital increase.
The proposal was approved unanimously.
9. Any other business
This concluded the annual general meeting on 15 April 2026.
Chairman of the annual general meeting:
_______________________________________
Janie C. Nielsen
Financial calendar
Interim report for Q1 2026: 13 May 2026
Interim report for Q2 2026: 12 August 2026
Interim report for Q3 2026: 11 November 2026
Contact information
- Kent Mousten Sørensen, Chairman, Wirtek A/S, Phone: +45 2125 9001
- Michael Aaen, CEO, Wirtek A/S, Phone: +45 2529 7575, E-mail: ir@wirtek.com
Niels Jernes Vej 10, 9220 Aalborg, Denmark, www.wirtek.com - Pernille Friis Andersen, HC Andersen Capital, Certified Advisor, E-mail: pernille@hcandersencapital.dk
About Wirtek
Wirtek A/S is a Danish IT Services and Solutions company delivering software development, embedded engineering, R&D, quality assurance, and testing services to clients worldwide. We specialise in key industries such as Energy, Wireless Communication, Automation & IoT, and Digitalisation, where emerging technologies drive rapid innovation. In addition, Wirtek offers a growing portfolio of proprietary solutions tailored to the Energy and IoT sectors.
At Wirtek, we prioritise long-term client relationships, with some lasting more than a decade. We believe that strong partnerships are as critical as technical excellence in achieving sustainable success. Wirtek operates from offices in Denmark, Romania, and Portugal, and has been listed on Nasdaq First North Copenhagen since 2006.
Ticker Code: WIRTEK (DK0060040913)