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Turbo Energy, S.A. (NASDAQ:TURB) (“Turbo Energy” or the “Company”), aleader in the field of photovoltaic energy storage, today announced thatthe following resolutions were approved at its 2025 Annual General Meeting ofShareholders held on June 24, 2024 in Valencia, Spain:
1. To elect eight persons to the Boardof Directors of the Company, each to serve until the next annual generalmeeting of shareholders, or until such person’s successor is duly elected andqualified or until his or her earlier death, resignation, retirement,disqualification or removal;
2. To ratify the appointment of TAAD,LLP as the Company’s independent registered public accounting firm for thefiscal year ending December 31, 2025;
3. To ratify the appointment of GrantThornton, SLP Sociedad Unipersonal as the Company’s Spanish public accountingfirm for the fiscal year ending December 31, 2025;
4. To assess and, where appropriate,approve of the individual annual accounts (balance sheet, profit and lossaccount, statement of changes in equity for the year, cash flow statement andnotes to the annual accounts), as well as the management report, as requiredunder the Spanish law;
5. To examine and, where appropriate,approve the individual annual accounts’ proposed results allocation, asrequired under the Spanish law;
6. To examine and, where appropriate,approve the management of the Company by the Board of Directors (the Board”)for the fiscal year ended December 31, 2024, as required under the Spanish law;
7. To examine and, where appropriate,approve the delegation to the Board of the power to carry out capitalincreases, within the limit provided for in Article 297.1.B of the SpanishCompanies Act, up to half of the share capital at the date of the authorization,within the legal period of one year from the date of this Annual Meeting, withthe possibility of carrying out the increase on one or more occasions and withthe power to exclude the right of subscription in whole or in part, inaccordance with the provisions of Article 506 of the Spanish Companies Act.This delegation to increase the share capital excluding subscription rights maynot exceed twenty percent of the Company’s share capital;
8. To examine and, where appropriate,approve to authorize, as the case may be, the Board for a non-extendable periodof one year, pursuant to the provisions of Article 319 of the CommercialRegistry Regulations and 511 of the Spanish Companies Act, and on one or moreoccasions, to issue bonds or bonds convertible and/or exchangeable for sharesof the Company, including instruments of a similar nature, convertible orexchangeable for shares of the Company, or which may directly or indirectlyentitle the Board to subscribe shares of the Company, including warrants, withexpress powers to exclude pre-emptive subscription rights in issues, with theBoard being empowered to set the conditions thereof, in accordance with theconversion bases agreed by the shareholders’ meeting, and to proceed with thecapital increases required for their conversion, excluding the shareholders’pre-emptive rights, provided that when exercising the delegation, the mandatoryreports required by current legislation are submitted, both by the Board itselfand by the Independent Auditor appointed if necessary. The maximum amount ofthe issues authorized under said delegation may not exceed the global amount of60,000,000 Euros, nor may the individual issue in each case require the simultaneousapproval of a capital increase of more than twenty percent of the total capitalresulting therefrom. Furthermore, in the event that the pre-emptivesubscription right is excluded from the issues, the maximum number of sharesinto which the bonds issued or instruments of a similar nature may be convertedmay not exceed twenty percent of the number of shares comprising the sharecapital at the time of the authorization;
9. To grant powers for the executionand notarization of resolutions. To execute such public documents as may benecessary for the due formalization and registration in the Mercantile Registryof the resolutions adopted at this Annual Meeting, including the correction orrectification, if necessary; and
10. To read and approve, whereappropriate, the general shareholders meeting minutes.
The complete text of the resolutions and relatedbackground are set forth in the proxy statement filed by the Company with theU.S. Securities and Exchange Commission on June 9, 2025.
At Turbo Energy, S.A.
Dodi Handy, Director ofCommunications
Phone: 407-960-4636
Email: dodihandy@turbo-e.com
