Good day and thank you for standing by. Welcome to the Annual General Meeting 2023 of MPC Container Ships. This call will be hosted by Constantin Baack and Pål Sætre. Please go ahead.
Thank you operator. Good morning everyone, and welcome to today's Annual General Meeting of MPC Container Ships ASA. This is Constantin Baack, CEO of MPC Container Ships ASA. Present at this AGM is also our CFO, Moritz Fuhrmann, General Manager, Pål Sætre, and Head of IR, Magnus Granerød. Chairman Ulf Holländer has designated Pål Sætre to represent him during this meeting. I hereby give the word to Pål.
Good morning, everybody. My name is Pål Sætre. I am the general manager of the company and from our head office in Oslo. I'm chairing this event today. It is my pleasure to welcome you to this virtual annual general meeting, where all shareholders participate digitally. I would like to thank all shareholders who follow this AGM today. I would like to start with some practical information. Following the AGM notice issued on the 29th of March, all shareholders have been given the opportunity to vote in advance or grant proxies. Participants have also the opportunity to vote and ask questions during the meeting via the Lumi platform, as described in the AGM notice. Moreover, please note that you can vote and ask questions on all items at any time. When typing in questions via the Lumi platform, please state the item number in question.
General questions will be addressed following the completion of today's agenda. We are also hosting a webcast to allow shareholders and others the opportunity to follow the general meeting live. The webcast attendance will not be minuted as a formal attendance at the general meeting. The webcast does not offer participants to vote or ask questions. All documentation related to this AGM, including a guide on how to participate and vote in the virtual meeting is available on the company's website www.mpc-container.com under the section named Governance and thereafter Annual General Meeting 2023. I'm hearing now that there is a sound problem, so I'm pausing for a short minute. I have now confirmation that there are external participants that can listen and hear what we say. I continue with the AGM.
As it's now closed for additional shareholders to log in, we will move on to the list of represented shares. Out of the 443,700,279 shares in MPCC, the share capital represented here today is as follows. 19,730,422 shares are represented by advanced votes. 25,751,743 shares are represented by proxy. 111,745,878 shares are represented by instructions to the share of the board. Shareholders that are attending and are voting online is representing 574,535 shares.
This sums up to a total of 157,802,578 shares, representing 35.57% of the vote share capital of MPC Container Ships ASA. The figures will also be presented in the minutes, which will be published after the general meeting. Now, let me start with the first agenda item, election of chairperson and person to co-sign the minutes. I am proposed to chair the meeting, and Magnus Granerød is proposed to co-sign the minutes. We have not received any questions on this item and will proceed to the votes. If anybody has not voted and wants to change their votes, please do so now. I would like to point out that you are also free to vote on the remaining items now if you would like.
Please vote. The voting is now closed. We have received votes on agenda item one. We have 99.98% of the votes in favor of this agenda item, and therefore, this agenda item is passed. I would like then to continue with agenda item two, approval of the notice and the agenda. The proposal is for the general meeting to approve the annual general meeting notice and the agenda. We have not received any questions or comments regarding this item and will proceed to the votes. If anybody has not yet voted or wants to change their votes, please do so now. The voting is now closed. We have received votes on agenda item two. We have 100% of the votes in favor of this agenda item, and therefore this agenda item is passed.
Agenda item three is the approval of the annual accounts and the board of directors report of MPC Container Ships ASA and the group for 2022, including allocation of the results of the year, as well as consideration of the corporate governance report. The board proposes that the general meeting pass the following resolutions. The annual accounts and the board of directors report for 2022, including the corporate governance report, are approved. The result of the financial year 2022 is allocated to retained earnings. We have not received any comments or questions regarding this item and will proceed to the votes. If anybody has not voted yet or wants to change their vote, please do so now. I would like to remind you that you're also free to vote on the remaining items now, if you like.
The voting is now closed, and we have received votes on agenda item three. 100% of the votes in favor of this agenda item, and therefore agenda item three is passed. Agenda item four is the board's authorization for distribution of dividends. The board proposes that the general meeting passes the following resolution. In accordance with Section 2-8(2) of the Norwegian Public Limited Liability Companies Act, the board is authorized to resolve distribution of dividends based on the company's approved annual accounts for the financial year of 2022. The authorization is valid until the annual general meeting in 2024, however, no longer than until the 30th of June 2024. We have not received any comments regarding this item and will now proceed to the votes.
If anybody has not voted or wants to change their votes, please do so now. The voting is now closed. We have received votes on Agenda item four. 99.99% of the votes in favor of this Agenda item, and therefore, Agenda item four is passed. Agenda item five is the guidelines for salaries and other remuneration to leading personnel. The board proposes that the general meeting passes the following resolution. The annual general meeting approves the guidelines for salaries and other remuneration to leading personnel of MPC Container Ships ASA. We have not received any comments regarding this item and will proceed to the votes. As stated before, I will use the opportunity to kindly remind you all that you can vote and ask questions at any time via the Lumi platform.
If anybody has not voted or wants to change their votes, please do so now. The voting is now closed, and we have received votes on agenda item five. 68.39% of the votes in favor of this agenda item, and therefore this agenda item is passed. Agenda item six is the advisory vote on the report for salaries and other remuneration to the leading personnel. The board proposes that the general meeting passes the following resolution. The general meeting endorses the report for salaries and other remuneration to leading personnel. We have not received any comments regarding this item and will proceed to vote. If you want to change your vote or have not voted yet, please do so now. The voting is now closed, and we have received votes on agenda item six.
78.14% of the votes in favor of this agenda item, therefore agenda item six is passed. Agenda item seven is the approval of remuneration to the company's auditor. The board proposes that the general meeting passes the following resolution. The auditor's fee for the financial year 2022 is paid as invoiced. We've not received any comments regarding this item and will proceed to the votes. Please vote now. The voting is now closed, and we have received votes on agenda item 7. 99.88% of the votes in favor of this agenda item, therefore the agenda item seven is passed. Agenda item eight is the election of members to the board. Under this agenda item, we will vote separately for respective proposed board members.
We have not received any comments or questions regarding the board composition and will proceed to the votes. The board proposes that the general meeting passes the following resolution. The following board member is re-elected for a period of two years from the date of this general meeting. A, Chairman Ulf Holländer. If anybody has not voted or wants to change their vote, please do so now. The vote is now closed, and we have 99.25% of the votes in favor of this agenda item, and therefore the agenda item is passed. The board proposes that the general meeting passes the following resolution, that the following board member is re-elected for a period of two years from the date of this general meeting. 8B , Board Member Dr. Axel Schroeder. Please vote now.
The voting is closed, and we have received votes on agenda item 8B. 99.87% of the votes in favor of this agenda item and, therefore the agenda item is passed. The board proposes that the general meeting passes the following resolution. The following board member is re-elected for a period of two years from the date of this general meeting. 8C, independent board member Ellen Hanetho. If anybody has not voted or wants to change their votes, please do so now. The voting is closed, and we have received votes on agenda item 8C. 92.10% of the votes in favor of this agenda item, and therefore this agenda item is passed. The board proposes that the general meeting pass the following resolution.
The following board member is re-elected for a period of two years from the date of this general meeting. 8D , independent board member Peter Frederiksen. If anybody has not voted or wants to change their votes, please do so now. The voting is closed, and we have received votes on agenda item 8 D. 99.89% of the votes in favor of this agenda item, and therefore, the agenda item is passed. The board proposes that the general meeting pass the following resolution. The following board member is re-elected for a period of two years from the date of this general meeting. 8 E, independent board member, Pia Meling. If anybody has not voted or wants to change their votes, please do so now. The voting is closed, and we have received votes on agenda item 8 E.
99.99% of the votes in favor of this agenda item, therefore the agenda item is passed. To summarize, all board members are re-elected for a period of two years from the date of this general meeting. We continue with agenda item nine, which is the determination of remuneration to the members of the board for the financial year 2023. The board proposes that the general meeting passes the following resolution. Each member of the board of directors will receive $50,000 in remuneration for the financial year 2023. The chairman of the board will receive $90,000. We have not received any comments regarding this item and will proceed to the votes. If anybody has not voted or wants to change their vote, please do so now.
The voting is closed. We have received votes on agenda item nine. 84.2% of the votes in favor of this agenda item, the agenda item is passed. Agenda item ten is the amendment of the company's Articles of Association. The Board proposes that the general meeting pass the following resolution. The second-to-last sentence of section eight of the Articles of Association shall be amended to read as follows. The notice of the general meeting may state that shareholders wanting to attend the general meeting must notify the company thereof within a certain period. This period cannot expire sooner than two business days before the meeting. We have not received any comments regarding this item. We will proceed to the votes. If anybody has not voted or wants to change their votes, please do so now.
The voting is closed, and we have received votes on agenda item ten . 99.97% of the votes in favor of this agenda item, agenda item ten is passed. Agenda item 11 is the board's authorization to increase the company's share capital. The board proposes that the general meeting pass the following resolution. One, the board is authorized, pursuant to Section 10-4 (1) of the Public Limited Liability Companies Act, to increase the company's share capital up to NOK 110,955,669, which corresponds to 25% of the share capital. Subject to this aggregate amount limitation, the authority may be used on more than one occasion.
Two, the authority shall remain in force until the annual general meeting in 2024, in no event later than the thirtieth of June, 2024. Furthermore, the authorization shall be reduced on a krone-for-krone basis to the extent that the board decides to utilize the authorization to take up convertible loans, as mentioned in item 12. Three, the preemptive rights of shareholders under Section 10-4 of the Public Limited Liability Act may be set aside. Four, the authority covers capital increases against contributions in cash and contributions in kind. The authority covers the right to incur special obligations for the company with reference to Section 10-2 of the Public Limited Liability Companies Act. The authority covers resolutions on mergers in accordance with Section 13-5 of the Public Limited Liability Companies Act.
Five, the authority may also be used in takeover situations. Reference to Section 6-17(2) of the Securities Trading Act. Six, with the effect of the time of the registration of this authority with the Norwegian Register of Business Enterprises, all previous authorities to the board to increase the share capital are revoked. We have not received any comments regarding this item and will proceed to the votes. If anybody has not voted or wants to change their votes, please do so now. The voting is closed. We have received votes on agenda item 11. 77.97% of the votes were in favor of this agenda item. Therefore, this agenda item is passed. Agenda item 12 is the board's authorization to take up convertible loans. The board proposes that the general meeting pass the following resolution.
One, the board is authorized pursuant to Section 11-8 of the Public Limited Liability Companies Act to resolve to take up convertible loans with an aggregated principal amount of up to NOK 2 billion. Subject to this aggregate amount limitation, the authority may be used on more than one occasion. Two, upon conversion of loans taken up pursuant to this authorization, the company's share capital may be increased by up to NOK 88,745,055. Three, the authority shall remain in force until the annual general meeting in 2024, but no event later than the 30th of June 2024. The authorization shall be reduced on a NOK-for-NOK basis to the extent that the board decides to utilize the authorization to increase the share capital of the company mentioned in item 11.
Four, the preemptive rights of the shareholders under Section 11-4, with reference to Section 10-4 of the Public Limited Liability Companies Act, may be set aside. With the effects of five. With the effects from the time of registration of this authority with the Norwegian Register of Business Enterprises, the previous authority made to take up convertible loans is withdrawn. We have not received any comments regarding this item and will proceed to the votes. If anybody has not voted or wants to change their votes, please do so now. The voting is closed, and we have received votes on agenda item 12. 91.06% of the votes in favor of this agenda item, and therefore agenda item 12 is passed.
Last agenda item, last agenda item 13 is the board's authorization to acquire treasury shares. The board proposes that the general meeting pass the following resolution. One, the board is authorized pursuant to Section nine dash four of the Public Limited Company Act on behalf of the company, with an aggregate nominal value of up to NOK 44,370,027. That corresponds to approximately 10% of the share capital. The authority also includes contractual pledges over its own shares. Two, when acquiring own shares, the consideration per share may not be less than NOK 1 and may not exceed NOK 200. Three, the board determines the method by which its own shares can be acquired or disposed of.
4, the authority shall remain in force until the annual general meeting in 2024, but in no event later than the 30th of June, 2024. 5, with effect from the time of registration of this authority with the Norwegian Register of Business Enterprises, the previous authority to acquire its own shares is withdrawn. We have not received any comments regarding this item and will therefore proceed to the votes. If anybody has not voted or wants to change their votes, please do so now. The voting is closed, and we have received votes on agenda item 13. 99.98% of the votes in favor of this agenda item, and therefore, agenda item 13 is passed. We have completed today's agenda and the 2023 AGM of MPC Container Ships.
If there is anyone who has any general questions about the company, we are available for questions now. Please submit questions via the Lumi platform. We will hold for a short minute to see if there are any general questions coming to us. As it appears, there are no questions, no further questions. If there's anybody typing, you can continue to type, and I'll conclude the annual meeting by saying that I will thank everybody for their interest and attention. As well, thank all our shareholders for the trust in MPC Container Ships ASA. On behalf of my colleagues and the executive management team of MPCC, we look forward to creating further shareholder value in the time to come.
There are no questions received, so by that, I herewith close the meeting, with all agenda items being approved by the AGM. Many thanks, and back to you, moderator.
That does conclude our conference for today. Thank you for participating. You may now all disconnect. Have a nice day.