RISMA Systems A/S - Notice of Extraordinary General Meeting of RISMA Systems A/S

RISMA Systems A/S | Extraordinary General Meeting 

Company Announcement No. 9-2025

Copenhagen, July 31, 2025

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR TO ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF SUCH JURISDICTION.

The shareholders of RISMA Systems A/S are hereby invited to attend an Extraordinary General Meeting scheduled for 15 August 2025, at 17:00. The general meeting will be convened at the address of Plesner Advokatpartnerselskab on Amerika Plads 37, 2100 Copenhagen Ø, Denmark.

Agenda

1. Election of new members to the board of directors.

2. Authorization to register adopted proposals

Re agenda item 1

Due to a majority acquisition of the shares in RISMA, which is expected to complete on 14 August 2025, each of the members of the current board of directors, consisting of Lars Ankjer Jensen, Claus Henrik Christiansen, Lars Nybro Munksgaard, Merete Søby, and Rolf Henrik Bladt, have expressed a desire to resign as members of the board of directors following such completion. Accordingly, the board proposes that the following individuals be elected as new members of the board of directors

The new candidates for the board of directors, including information about their background and qualifications and current managerial positions in other undertakings, will be published prior to the Extraordinary General Meeting.

Re agenda item 2

The board of directors presents a proposal to authorize the chair of the general meeting (with full right of substitution) to register the resolutions passed at the general meeting with the Danish Business Authority and to make such additions, alterations or amendments to the resolutions and to take any other action as the Danish Business Authority may require for registration.

General information

Should completion of the majority acquisition be delayed to a date later than 14 August 2025, this Extraordinary General Meeting will be rescheduled to a new date after completion of the majority acquisition has occurred.

Enclosed please find the notice for the Extraordinary General Meeting.

Attachments

• Notice to Extraordinary General Meeting in RISMA Systems A/S with agenda and complete proposals

Contact information

RISMA:
Lars Nybro Munksgaard, CEO & Founder
Mobile (+45) 31 48 11 00
e-mail: lnm@rismasystems.com
RISMA Systems A/S
Ejby Industrivej 34-38, 2600 Glostrup, Denmark

Certified Adviser for RISMA
HC Andersen Capital
Pernille F. Andersen
Head of Advisory
Phone: +45 30 93 18 87
E-mail: ca@hcandersencapital.dk
Bredgade 23B 2., 1260 Copenhagen C, Denmark 

About RISMA Systems A/S

RISMA is a leading SaaS company helping organizations structure, handle, and document their efforts across the business-critical areas of Governance, Risk, and Compliance. RISMA’s unique and user-friendly GRC suite makes cross-organizational collaboration easy to demonstrate and report on regulations and standards such as GDPR & Privacy, ISMS, Risk Management, Financial Controls, ESG and sustainability – and much more. RISMA is listed on Nasdaq First North with a mission to become a leading GRC platform for medium and enterprise businesses and organizations.

Disclaimer

This announcement does not constitute an offer or invitation to purchase any securities in RISMA or a solicitation of an offer to buy any securities in RISMA, pursuant to the contemplated transaction or otherwise. 

Restricted jurisdictions 

The contemplated transaction referred to in this announcement is not being made, and the remaining shares in RISMA will not be accepted for acquisition from or on behalf of any person, in any jurisdiction where such acquisition would be in violation of applicable securities laws or other laws or regulations of such jurisdiction. Persons obtaining this announcement and/or into whose possession this announcement comes are required to take due note and observe all such restrictions and obtain any necessary authorisations, approvals or consents. Neither TPE nor any of its advisors accepts any liability for any violation by any person of any such restriction.

Any person (including, without limitation, custodians, nominees and trustees) who intends to forward this announcement to any jurisdiction outside Denmark should inform themselves of the laws of the relevant jurisdiction, before taking any action. The distribution of this announcement in jurisdictions other than Denmark may be restricted by law, and, therefore, persons who come into possession of this announcement should inform themselves about and observe such restrictions. Any failure to comply with any such restrictions may constitute a violation of the securities laws and regulations of any such jurisdiction.