ArchivesEnglish

Maha Energy initiates Share Buy-back Program

The Board of Directors of Maha Energy AB (publ) ("Maha Energy" or the "Company") has today, pursuant to the authorization granted by the annual general meeting held on 27 May 2025, resolved to initiate a share buy-back program to repurchase up to 10 percent of Maha Energy shares. The purpose of the buy-back program is to give the company flexibility regarding its equity and thereby optimize the capital structure of the company. Repurchased shares may also be used as payment for, or financing of, acquisitions of companies or businesses or in connection with handling of incentive programs.

The share buy-back program is being initiated in accordance with the authorization granted by the shareholders at the annual general meeting held on 27 May 2025. The share buy-back program is subject to the following conditions:

  • Repurchase of own shares may be made on one or more occasions during the period as from the 13 June 2025 until the next annual general meeting.
  • The Company may repurchase shares at a maximum level that the Company’s holding at no time exceeds 10 percent of all shares in the Company corresponding to a total of 17,844,475 shares.
  • The number of shares acquired per day shall not exceed 25 percent of the Average Daily Trading volume in the 20 trading days preceding the relevant purchase date, subject to certain exceptions for block purchases.
  • The shares shall be acquired on Nasdaq Stockholm (or through block trades as applicable) in accordance with the Nasdaq Nordic Main Market Rulebook for Issuers of Shares (incl. Supplement D for Nasdaq Stockholm).
  • Acquisition of shares shall be made at a price within the registered price interval on Nasdaq Stockholm from time to time.
  • Completed acquisitions of own shares will be disclosed and reported in accordance with applicable laws and regulations as well as Nasdaq Stockholm Rulebook for Issuers.
  • Payment for shares repurchase shall be in cash.

Maha Energy has engaged Pareto Securities to manage the execution of repurchase of shares under the buy-back program.

The total number of outstanding shares in Maha Energy amounts to 178,444,753. The Company currently holds 2,769,922 treasury shares.

NOTICE OF EXTRA GENERAL MEETING IN MAHA ENERGY AB (PUBL)

The shareholders of Maha Energy AB (publ), reg. no. 559018-9543, (the "Company") are hereby invited to the extra general meeting to be held on Wednesday 16 July 2025, at 14:00 at Baker McKenzie's office at Vasagatan 7, 101 23, in Stockholm.

Right to attend the general meeting
Shareholders wishing to attend the extra general meeting must:

  1. on the record date, which is Tuesday 8 July 2025, be registered in the share register maintained by Euroclear Sweden AB; and
  2. notify their participation at the general meeting no later than Thursday 10 July 2025. Notice of participation at the general meeting shall be sent by regular mail to Baker & McKenzie Advokatbyrå, Attn: Filippa Kronsporre, Box 180, 101 23 Stockholm, Sweden or by e-mail to filippa.kronsporre@bakermckenzie.com. Upon notification, the shareholder should state their full name, personal identification number or corporate registration number, address and telephone number, and, where applicable, details of representatives, proxy holders and advisors.

Nominee shares
Shareholders, whose shares are registered in the name of a bank or other nominee, must temporarily register their shares in their own name with Euroclear Sweden AB in order to be entitled to participate in the general meeting. Such registration, which normally is processed in a few days, must be completed no later than on Tuesday 8 July 2025 and should therefore be requested from the nominee well before this date. Voting registration requested by a shareholder in such time that the registration has been made by the relevant nominee no later than on Thursday 10 July 2025 will be considered in preparations of the share register.

Proxy etc.
A shareholder who wishes to be represented by proxy shall issue a written and dated proxy to the proxy holder. If the proxy is issued by a legal entity, a certified copy of the registration certificate or corresponding document ("Registration Certificate") shall be enclosed. The proxy must not be more than one year old, however, the proxy may be older if it is stated that it is valid for a longer term, maximum five years. The proxy in original and the Registration Certificate, if any, must be available at the general meeting and a copy should well before the meeting be sent to the Company by regular mail to Baker & McKenzie Advokatbyrå, Attn: Filippa Kronsporre, Box 180, 101 23 Stockholm, Sweden or by e-mail to filippa.kronsporre@bakermckenzie.com, and should, in order to facilitate the entrance to the general meeting, be at the Company's disposal no later than on 10 July 2025. A proxy form will be available for downloading on the Company's website www.maha-energy.com.

Draft agenda

  1. Opening of the meeting and election of chairman of the meeting.
  2. Preparation and approval of the voting list.
  3. Election of one or more persons to certify the minutes.
  4. Examination of whether the meeting has been properly convened.
  5. Approval of the agenda.
  6. Resolution regarding amendments of the Company’s articles of association.
  7. Closing of the meeting.

Proposed resolutions

Item 1: Opening of the meeting and election of chairman of the meeting
The nomination committee proposes that Carl Svernlöv, attorney at law, at Baker & McKenzie Advokatbyrå is appointed as chairman of the general meeting.

Item 6: Resolution regarding amendments of the Company’s articles of association

The board of directors of the Company, proposes that the extra general meeting resolves to amend the Company's articles of association as follows:

It is proposed to change the Company's name firstly to i) Maha AB, alternatively ii) Maha Capital AB, alternatively iii) Maha Invest AB and lastly to iv) Maha Equity AB. The articles of association, § 1, will thereby have the following wording:

Company name

The name of the company is Maha AB. The company is a public company (publ).”

It is further proposed to adjust the object of the Company’s business. The articles of association, § 3, will thereby have the following wording:

The purpose of the Company is to own and manage movable and immovable property and conduct other activities compatible therewith.

The board of directors or anyone appointed by the board of directors is given the right to make the adjustments necessary in connection with the registration of the resolution at the Swedish Companies Registration Office.

Majority requirements
Resolution in accordance with item 6 is valid where supported by shareholders representing at least two thirds of the votes cast and the shares represented at the general meeting.

Number of shares and votes
The total number of share and votes in the Company as of the date of the notice amount to 178,444,753. The Company currently holds 2,769,922 treasury shares.

Other
The complete proposals, including the proposed articles of association, proxy form and other documents that shall be available in accordance with the Swedish Companies Act are available at least three weeks in advance of the meeting. All documents are available at the Company and at the Company's website www.maha-energy.com and will be sent to shareholders who request it and provide their e-mail or postal address.

The shareholders hereby notified regarding the right to, at the extra general meeting, request information from the board of directors and managing director according to Ch. 7 § 32 of the Swedish Companies Act.

Processing of personal data
For information on how personal data is processed in relation the meeting, see the Privacy notice available on Euroclear Sweden AB's website: https://www.euroclear.com/dam/ESw/Legal/Privacy-notice bolagsstammor-engelska.pdf.

* * * * *

Stockholm in June 2025
Maha Energy AB (publ)
The board of directors

Maha to expand its investment mandate to become a diversified investment platform

Maha Energy AB (publ) (“Maha” or the “Company”) is hereby announcing the intention to expand the Company’s investment mandate to become a diversified investment platform. On 19 March 2025, Maha announced an adjustment to the Company’s business plan, whereby the Company would be focused as an active investor in the energy and minerals industries. As part of the Company’s commitment to create value for its shareholders, the Board of Directors is proposing to expand the investment mandate beyond the previously defined areas in order to enable the Company to allocate capital in a more flexible and dynamic manner. This expansion aims to enhance the Company’s ability to diversify its investment portfolio across a variety of high-potential markets opportunities and cycles. To facilitate this transition, the Board of Directors of Maha intends to convene an Extraordinary General Meeting (“EGM”) to propose amendments of the Company’s Articles of Association.

Maha’s strategic evolution as a diversified investment platform
Maha is preparing to enter into another exciting phase of strategic transformation. As part of the Company’s commitment to create long-term value for its shareholders, the Board of Directors is proposing a strategic expansion of Maha’s business scope to enable the Company to be more agile and dynamic in allocating capital.

This evolution aims to:
(i) expand the range of sectors in which Maha can allocate capital, enhancing the Company’s ability to seize new investment opportunities;
(ii) provide access to high-potential markets, which offer superior return prospects; and
(iii) reinforce Maha’s strategy to generate long-term value by diversifying its portfolio, increasing profitability potential, and creating operative cash flows and envisioning high returns for its shareholders.

This proposed evolution builds upon the Company’s strategic decision to reposition itself as an active investor in sectors with strong fundamentals and long-term growth potential. By leveraging on the expertise within the Company and Maha’s current investments, supported by the extensive experience of the main shareholders, and the existing governance framework, the Company believes it is well positioned to identify and execute attractive investments beyond its current focus on energy and minerals.

Complementing Maha’s business scope beyond the energy and mining sectors offers significant benefits for all shareholders. While these industries remain central to the Company’s heritage and investment strategy, they are inherently cyclical. Expanding the investment mandate allows Maha to explore sectors that may offer countercyclical or more stable growth and cash flow profiles, providing greater portfolio resilience over time. As the global economy continues to evolve, diversified capital allocation is essential to capturing growth and mitigating risks. Investors who adhere to this thesis gain exposure to a platform with access to high-quality, proprietary opportunities across high potential markets— without the typical management or performance fees charged by private investment funds.

By evolving into a more versatile investment platform, Maha will be well positioned to pursue diverse opportunities across high potential markets, investing in a wider range of sectors and business models. This expansion reinforces the Company’s strategy to generate long-term value for its shareholders. Maha proposes to gradually build a diversified portfolio of investments and unlocking new avenues for cash flow generation and improved profitability over time.” says Roberto Marchiori, CEO of Maha Energy AB.

As of today, the intended strategic transition will not affect the Company’s existing operational business, however the Board of Directors continuously evaluates the strategic options to optimize shareholder value. Furthermore, there is no intention of changes in the management or the current governance and operational structure of the business.

The Company is currently reviewing a select pipeline of potential investment opportunities that share a number of key characteristics: each with a target of unlevered internal rates of return (IRRs) above 20%, offer a clear path to cash flows, monetization or exit, and primary capital injections into the business additionally to secondary share acquisitions. Furthermore, Maha will retain governance over the use of proceeds to ensure alignment with its investment principles and prudent capital allocation.

With these steps, Maha aims to position itself as a long-term capital allocator in opportunities that combine strategic upside with strong, risk-adjusted returns.

Notice to attend an Extraordinary General Meeting (EGM) to adopt changes in the Articles of Association
To facilitate this transition, the Board of Directors intends to convene an EGM to propose amendments to the Company’s Articles of Association. These amendments will include an update to Maha’s business purpose and a change of the corporate name, reflecting the Company’s broadened strategic ambitions. Maha’s current corporate purpose already provides sufficient coverage for the Company’s intended activities. The sole purpose of the EGM is to enhance transparency towards the market and shareholders on the business activities. Notice to the EGM is expected to be published shortly and the EGM is expected to be held on 16 July 2025.

Annual General Meeting in Maha Energy AB (publ)

The shareholders of Maha Energy AB (publ) gathered in Stockholm, Sweden, Tuesday 27 May 2025 for the Annual General Meeting.

The income statements and the balance sheets for the company and the group were approved and the Board of Directors and the CEO were discharged from liability for the financial year 2024.

The Meeting resolved that no dividend shall be paid for the financial year 2024 and that the company’s available funds shall be carried forward in new account.

Paulo Thiago Mendonça, Fabio Vassel, Richard Norris and Halvard Idland were re-elected as members of the Board of Directors. Furthermore, Carlos Gomez-Lackington was new-elected as member of the Board of Directors. Paulo Thiago Mendonça was re-elected as Chairman of the Board.

The Meeting approved fees payable to the members of the Board of Directors and the Chairman of the Board of Directors, including remuneration for committee work, to be as follows:

  1. Annual fees of the members of the Board of Directors of SEK 300,000.
  2. Annual fee of the Chairman of the Board of Directors of SEK 415,000.
  3. Annual fees of SEK 40,000 to members of the Audit, Ethics and Compliance committee, Remuneration committee, and the HSE, Reserves and Sustainability committee. No remuneration shall be paid to the members of the Investment committee.
  4. Annual fees of SEK 60,000 to the Chairman of the Audit, Ethics and Compliance committee, Remuneration committee, and the HSE, Reserves and Sustainability committee. No remuneration shall be paid to the Chairman of the Investment committee.
  5. Members of the Board of Directors shall be entitled to invoice the company in so far as they perform services outside the Board assignment.

The accounting firm Deloitte AB was re-elected as the auditor of the company, with authorised public accountant Andreas Frountzos as the auditor in charge, for a period until the end of the 2026 Annual General Meeting. The auditor’s fee shall be paid upon approval of their invoice.

The Meeting resolved to approve the company’s remuneration report for the financial year 2024.

The Meeting resolved to authorise the Board of Directors to – for the period up to the next Annual General Meeting and at one or more occasions – resolve on repurchasing so many shares in the company that the company’s holding at no time exceeds 10 percent of all shares in the company and to resolve on the transfer of the company’s own shares, re-purchased in the context of a repurchasing program.

The Meeting resolved to authorise the Board of Directors to – for the period up to the next Annual General Meeting and at one or more occasions – resolve upon issuance of new shares, warrants and/or convertible debentures. Payment may be made in cash, in kind, through set-off of claims or otherwise be conditional. The company’s share capital may be by support of the authorisation be increased by an amount corresponding to 20 percent of the share capital and number of shares in the company as of on the date the Board of Directors make use of the authorisation. Deviation from the shareholders’ preferential rights shall be allowed in situations where a directed issue is deemed more appropriate for the company due to timing, commercial or similar reasons, and in order to enable acquisitions.

Report for the three months ended 31 March 2025

Highlights
(All amounts are in thousands of US dollars, unless otherwise noted. Comparisons are made with the same period last year.)

First Quarter 2025

  • Daily oil production from the Illinois Basin decreased 6% to 315 BOEPD following natural decline in producing wells.
  • Operating netback of TUSD 1,085 decreased 8% following the decreased revenue, which was mitigated by lower production costs.
  • Other income increased to TUSD 4,628, due to TUSD 4,410 earnout received from PetroRecôncavo and TUSD 200 dividend received from 2B Ametrino (who owns an investment in the Bolivian Pipeline).
  • Net finance results in the period amounted to TUSD 5,159, including an unrealized net gain on Brava Energia’s shares of TUSD 4,895.
  • Net result from continuing operations amounted to TUSD 5,992.
  • Total cash balance amounted to TUSD 15,335 (including restricted cash of TUSD 1,317).
  • Liquid investments of TUSD 90,839, represented by Brava Energia shares and debentures issued by 3R Offshore.
  • In March, Maha announced that the Company will be focused on acting as a financial investor in the energy and minerals industries with a reduced cost base and appointed Roberto Marchiori as CEO, which now accumulates the CFO position.

Subsequent Events

  • During April 2025, Maha Energy AB bought back an additional 1,241,000 shares under the share buy-back program, as approved and announced in 2024.
  • Technical and operational discussions (“Mesas Técnicas”) regarding the development plan for the PetroUrdaneta fields in Venezuela was concluded.

Financial Summary

The tables below present the highlights of the continuing operations:

Financial Summary (TUSD) Q1 2025 Q1 2024 Full Year 2024
Average (BOEPD) 315 334 328
Revenue 1,897 2,167 8,492
Operating Netback 1,085 1,182 4,417
EBITDA 2,083 729 (4,791)
Net Result 5,992 5,984 (49,562)
Earnings per share (basic & diluted) 0.04 0.04 (0.29)
Financial Liabilities (29,190)
Financial assets 97,095 85,258 93,782
Cash flow from operations 3,016 (3,793) (9,179)
Free cash flow 2,699 (74,427) (49,650)
Cash and cash equivalents (incl. restricted cash) 15,335 46,825 10,050

Letter to Shareholders

Dear Friends and Shareholders,

It is with great pride and enthusiasm that I address you as Maha’s new CEO. The first quarter 2025 was another important quarter for Maha, as we begin to execute on our strategic shift toward a leaner and more cost-efficient organization, while significant progress was made in our key projects and investments. We have seen strong operational improvements in Brava Energia, a conclusion of the technical preparations in Venezuela and a steady development in the Illinois Basin. Maha is well-positioned to deliver sustainable long-term value creation.

Brava Energia delivered record Q1 2025 output of 70,815 boepd—up 80% from Q4 2024- as the production was restarted at its key offshore fields (Atlanta and Papa Terra fields and the acquisition of 23% stake in the high-quality Parque das Conchas Cluster was finalized. During April, we saw further growth as two more Atlanta wells came online. We expect total production to continue to increase. Despite global oil price volatility, Brava remains strongly positioned to generate robust cash flow and execute on a deleveraging path. We remain confident that the turnaround is underway, with further progress expected in the coming months.

In Venezuela, we reported the initial results from the Mesas Técnicas on the PetroUrdaneta fields, highlighting total projected production of ~84 million barrels of oil and 167 Bscf of gas, with peak output expected around 40,000 boepd (full fields). Q2 brought the conclusion of technical assessments, with just small expenditures expected until final contracts and licenses we target are secured. Negotiations with local authorities are progressing constructively, and we continue to pursue a strong contractual framework.

In the Illinois Basin, production has slightly declined in line with expectations, reflecting the natural depletion of wells from last year’s successful campaign. We are finalizing a new 2025 drilling plan focused on high-return wells, while monitoring oil price trends for signs of stabilization or upside.

In line with Maha’s new strategic direction, we are streamlining operations and optimizing our cost structure. By simplifying the corporate structure and reducing the number of legal entities, we anticipate meaningful reductions in G&A.

Finally, we are actively positioning Maha as an active financial investor in the energy and minerals sectors. The Company is debt free and maintains a strong balance sheet. During Q1 2025 our liquidity was further enhanced when we received an MUSD 4.4 oil price-related earn-out in Q1 2025, stemming from the 2023 sale of the Tie and Tartaruga fields to PetroRecôncavo. At the end of Q1, our total balance of available cash and liquid investments amounted to MUSD 106. It is my ambition to lead Maha into a new phase of disciplined, high-return growth, expanding our portfolio with select opportunities that align with our strategic vision.

Roberto Marchiori
CEO

Q1 Webcast 20 May at 14:30 CEST
The Company hereby invites all interested parties to a live webcasted presentation on Tuesday, 20 May 2025 at 14.30 CEST. Roberto Marchiori, CEO, will present the report and recent developments. The webcast will be held in English and will be broadcasted live. An on-demand version will also be available on Maha’s website. Questions to the presenter can be emailed in advance to the Company at info@maha-energy.com or be made directly on the day of the presentation in the YouTube Comments/Questions field.

Link to webcast: https://www.youtube.com/live/jWF5HVFpDhU

Invitation to the presentation of Maha Energy’s Q1 2025

Maha Energy AB (publ) (“Maha” or the “Company”) will publish the interim report for the first quarter 2025 on Tuesday, 20 May 2025 at approximately 7:30 CEST. The Company hereby invites all interested parties to a live webcasted presentation on the same day at 14.30 CEST. Roberto Marchiori, CEO, will present the report and recent developments.

The webcast will be held in English and will be broadcasted live. An on-demand version will also be available on Maha’s website. Questions to the presenter can be emailed in advance to the Company at info@maha-energy.com or be made directly on the day of the presentation in the YouTube Comments/Questions field.

Link to webcast: https://www.youtube.com/live/jWF5HVFpDhU

Report on Payments to Governments 2024

Maha Energy AB (publ) is publishing its 2024 report on payments to governments. The report is attached to this press release and is also available on the Company’s website at www.maha-energy.com.

This information is information that Maha Energy is obliged to make public pursuant to the Securities Markets Act. The information was submitted for publication, through the agency of the contact persons set out above, at 2025-04-22 17:40 CEST.

Share buy-backs in Maha Energy during the period 14-17 April 2025

During the period 14-17 April 2025, Maha Energy AB (publ) ("Maha Energy" or the "Company") has repurchased a total of 537,000 own shares as part of the share buy-back program that was announced on 12 August 2024.

The share buy-backs form part of the share buy-back program of a maximum of 17,844,475 own ordinary shares that the Board of Directors of Maha Energy resolved on 12 August 2024 based on the authorization granted by the annual general meeting on 29 May 2024.

Maha Energy shares have been repurchased during the period 14-17 April 2025 as follows:

Date Aggregated daily volume (number of shares): Weighted average share price per day (SEK): Total daily transaction value (SEK):
2025-04-14 240,000 3.9000 936,000
2025-04-15 260,000 3.8150 991,900
2025-04-17 37,000 4.1384 153,122

All share buy-backs have been carried out on Nasdaq Stockholm by Pareto Securities on behalf of Maha Energy. Following the acquisitions detailed above, the Company's total holdings of own shares as of 17 April 2025 amounts to 2,769,922 shares. The total number of shares in Maha Energy amounts to 178,444,753.

A full breakdown of the transactions is attached to this announcement.

For the complete repurchase authorization, resolved by the shareholders at the AGM 2024, and the press release regarding the board of director’s resolution to initiate the share buy-back program, please refer to Maha Energy's website, www.maha-energy.com.

Notice to attend the Annual General Meeting in Maha Energy AB (publ)

The shareholders in Maha Energy AB (publ), reg. no. 559018-9543, are hereby given notice to attend the annual general meeting at 14:00hs CEST on Tuesday 27 May 2025 at Setterwalls Advokatbyrå’s offices at Sturegatan 10 in Stockholm, Sweden. Registration for the meeting commences at 13:30hs CEST.

Notice

Shareholders wishing to participate at the meeting must:

  1. be entered in the shareholders’ register, kept by Euroclear Sweden AB (the Swedish Central Securities Depository & Clearing Organisation), on the record day which is Monday 19 May 2025; and
  2. notify the company of their attendance and any assistant no later than Wednesday 21 May 2025. Notification can be made via letter to Setterwalls Advokatbyrå AB, Attn: Johanna Linnarsson, P.O. Box 1050, SE 101 39 Stockholm, Sweden or by e-mail to johanna.linnarsson@setterwalls.se.

Notification shall include full name, personal identification number or corporate registration number, address and daytime telephone number and, where appropriate, information about representative, proxy and assistants. The number of assistants may not be more than two. In order to facilitate entry to the meeting, notification should, where appropriate, be accompanied by powers of attorney, registration certificates and other documents of authority.

Personal data obtained from the share register kept by Euroclear Sweden AB, notices and attendance at the meeting and information on representatives, proxies and assistants will be used for registration, preparation of the voting list for the meeting and, where appropriate, the minutes of the meeting.

Nominee registered shares
Shareholders who have their shares registered in the name of a nominee must request temporary entry in the transcription of the share register kept by Euroclear Sweden AB in order to be entitled to participate and vote for their shares at the meeting. The shareholder must inform the nominee well in advance of Monday 19 May 2025 at which time the register entry must have been made. Voting rights registration that has been requested by the shareholder at such time that the registration has been completed by the nominee no later than Wednesday 21 May 2025, will, however, be taken into account in the preparation of the share register.

Proxy
A shareholder represented by proxy shall issue a power of attorney which shall be dated and signed by the shareholder. If issued by a legal entity the power of attorney shall be accompanied by registration certificate or, if not applicable, equivalent documents of authority. Power of attorney forms for those shareholders wishing to participate by proxy are available on the company’s website https://maha-energy.com/. The original version of the power of attorney shall also be presented at the meeting.

Proposed agenda

  1. Opening of the meeting and election of chairman of the meeting;
  2. Preparation and approval of the voting list;
  3. Approval of the agenda;
  4. Election of one (1) or two (2) persons who shall approve the minutes of the meeting;
  5. Determination of whether the meeting has been duly convened;
  6. Submission of the annual report and the auditor’s report and the consolidated financial statements and the auditor’s report on the group;
  7. Resolution in respect of adoption of the profit and loss statement and the balance sheet and the consolidated profit and loss statement and the consolidated balance sheet;
  8. Resolution in respect of allocation of the company’s profit or loss according to the adopted balance sheet;
  9. Resolution in respect of the members of the board of directors’ and the managing director’s discharge from liability;
  10. Determination of the number of members of the board of directors and the number of auditors and, where applicable, deputy auditors;
  11. Determination of the fees payable to the members of the board of directors and the auditors;
  12. Election of members of the board of directors, auditors and, where applicable, deputy auditors;
  13. Approval of the remuneration report;
  14. Resolution on an authorization for the Board to decide on the repurchase and transfer of treasury shares;
  15. Resolution regarding an authorization for the board of directors to increase the share capital;
  16. Closing of the meeting.

Proposed resolutions

Item 1. Election of chairman of the meeting
The nomination committee, consisting of Rodrigo Pires, representing Starboard, Luis Araujo representing DBO Invest S.A., Tore Myrholt representing himself, and Paulo Thiago Mendonça, the chairman of the board of directors, proposes that attorney Marcus Nivinger is appointed chairman of the annual general meeting.

Item 8. Allocation of the company’s profit or loss according to the adopted balance sheet
The board of directors proposes that the company’s available funds shall be carried forward in new account and that no dividend shall be paid for the last financial year.

Item 10. Determination of the number of members of the board of directors and the number of auditors and deputy auditors
The nomination committee proposes that five board members are elected.

Further, the nomination committee proposes that a registered public auditor is appointed as auditor.

Item 11. Determination of the fees payable to the members of the board of directors and auditors
The nomination committee proposes that the fees payable to the board of directors for the period until the end of the next annual general meeting shall remain the same and amount to SEK 415,000 to the chairman and SEK 300,000 to each of the other ordinary members (remuneration for committee work not included).

Board members shall also be entitled to invoice the company in so far as they perform services outside the board assignment.
Furthermore, it is proposed, as remuneration for the committee work, the chairman of the Audit, Ethics and Compliance committee is to receive SEK 60,000, the chairman of the Remuneration committee SEK 60,000, the chairman of the HSE, Reserves and Sustainability committee SEK 60,000, members of the Audit, Ethics and Compliance committee (the chairman excluded) SEK 40,000 each, members of the Remuneration committee (the chairman excluded) SEK 40,000 each, members of the HSE, Reserves and Sustainability committee (the chairman excluded) SEK 40,000 each. No remuneration is proposed for members of the Investment Committee. Their participation and contributions are regarded as part of their broader responsibilities as board members underscoring the company’s commitment to effective governance and the responsible management of company resources.

It is proposed that the company’s auditor shall be paid in accordance with approved invoices.

Item 12. Election of members of the board of directors and auditors
The nomination committee proposes re-election of Paulo Thiago Mendonça, Fabio Vassel, Richard Norris and Halvard Idland as ordinary board members. Furthermore, the Nomination Committee proposes new-election of Carlos Gomez-Lackington as an ordinary board member. The nomination committee proposes re-election of Paulo Thiago Mendonça as chairman of the board of directors.

Information on the board members proposed for re-election can be found in the annual report and on the company’s website at https://maha-energy.com/. Information on the board members proposed for new election can be found on the company’s website at https://maha-energy.com/.

The nomination committee further proposes re-election of the accounting firm Deloitte AB as auditor. Deloitte AB has informed that Andreas Frountzos will continue to be appointed as the auditor-in-charge.

Item 13. Approval of the remuneration report
The board of directors proposes that the general meeting resolves to approve the board’s remuneration report in accordance with Chapter 8, Section 53a of the Swedish Companies Act.

Item 14. Resolution on authorization for the board of directors to decide on the repurchase and transfer of shares
The board of directors proposes that the general meeting resolves to authorize the board of directors to, until the next annual general meeting, on one or more occasions, resolve on repurchasing so many shares in the company that the company’s holding at no time exceeds 10 percent of all shares in the company (“Repurchasing Program”). The shares shall be acquired (i) on Nasdaq Stockholm and only at a price within the price range registered at any given time, i.e. the range between the highest bid price and the lowest offer price, or (ii) through a public offer to all shareholders, whereby the purchase shall be made at a price equivalent to the lowest quoted share price at the time and a maximum of 150 per cent of the current quoted share price. Payment for shares repurchased shall be in cash. The board of directors may resolve to implement a Repurchasing Program in accordance with Article 5 of the EU Market Abuse Regulation.

Furthermore, the board of directors proposes that the general meeting resolves to authorize the board of directors until the next annual general meeting, on one or more occasions, to resolve on the transfer of the Company’s own shares, re-purchased in the context of a Repurchasing Program. The number of shares transferred may not exceed the total number of shares held by the company at any time. Transfers may be conducted on or outside Nasdaq Stockholm, including a right to resolve upon deviations from the shareholders’ preferential rights. The transfer of shares on Nasdaq Stockholm shall be conducted at a price within the registered price range at the time of the transfer. The transfer of shares outside Nasdaq Stockholm shall be made at a price in cash or value received that in all material respect corresponds to the share price at the time of the transfer of the shares in the company.

The purpose of the above authorizations is to give the board of directors greater scope to act when working with the company’s capital structure and thereby contribute to increased shareholder value and that the company in a time efficient manner shall be able to make payment with own shares in connection with possible acquisitions of businesses that the company may undertake. The purpose of the authorization is also to be able to use the proceeds from the divestment of own shares in connection with, for example, investments in the company’s own ongoing or future projects and any acquisitions of companies that the company may undertake.

The chairman of the board of directors, the managing director, or anyone authorized by the board of directors, shall have the right to make any minor adjustments required in order to register this resolution.

Majority requirements
For a valid decision on the proposal on an authorization for the board of directors, as outlined above, requires that the proposal is supported by shareholders representing at least two-thirds (2/3) of the votes cast and the shares represented at the meeting.

Item 15. Resolution regarding authorization for the board of directors to increase the share capital
The board of directors proposes that the general meeting resolves on an authorization for the board of directors to – for the period up to the next annual general meeting and at one or more occasions – resolve upon issuance of new shares, warrants and/or convertible debentures. Payment may be made in cash, in kind, through set-off of claims or otherwise be conditional. The company’s share capital may by support of the authorization be increased by an amount corresponding to 20 percent of the share capital and number of shares in the company as of on the date the board of directors make use of the authorization. Deviation from the shareholders’ preferential rights shall be allowed in situations where a directed issue is deemed more appropriate for the company due to timing, commercial or similar reasons, and in order to enable acquisitions. The chairman of the board of directors, the managing director, or anyone authorized by the board of directors, shall have the right to make any minor adjustments required in order to register this resolution.

Majority requirements
For a valid decision on the proposal on an authorization for the board of directors, as outlined above, requires that the proposal is supported by shareholders representing at least two-thirds (2/3) of the votes cast and the shares represented at the meeting.

Number of shares and votes in the company
The total number of shares in the company at the time of issuance of this notice is 178,444,753 and the total number of votes for all issued shares in the company is 178,444,753 votes. The company’s holding of own share amounts, at the time of issuance of this notice, to 1,528,922 shares.

Shareholders’ right to request information
Pursuant to Chapter 7 section 32 of the Swedish Companies Act (Sw. aktiebolagslagen (2005:551)) the board of directors and the managing director are under a duty to, if any shareholder so requests and the board of directors deems that it can be made without material damage to the company, provide information, regarding circumstances which may affect the assessment of a matter on the agenda or of the company’s economic situation. Such duty to provide information also comprises the company’s relation to the other group companies, the consolidated financial statements and such circumstances regarding subsidiaries which are set out in the foregoing sentence.

Documentation
The financial accounts, auditor’s report, complete proposals for resolution and other documents to be dealt with at the general meeting will be kept available at the company’s office not later than three weeks before the meeting. The documents will be sent free of charge to shareholders who so request and state their postal address. The documents will also be made available not later than the aforementioned date on the company’s website https://maha-energy.com/. All the above mentioned documents will also be presented at the general meeting.
_____
Stockholm, April 2025
The board of directors

Operational update Q1 2025

Maha Energy AB (publ) (“Maha” or the “Company”) announces the preliminary unaudited net production data for Q1 2025.

Brava Energia
Brava Energia S.A. reported a production of 71,057 boepd for Q1 2025. This represents an 81% increase compared to Q4 2024 (39,349 boepd), primarily driven by the resumption of production at the offshore fields, Atlanta and Papa Terra. Additionally, approximately 6,300 boepd were added following the acquisition of a 23% interest in the Parque das Conchas Cluster. At the Atlanta field, nearly 19,000 boepd was produced from two active wells (6H and 7H). Production from two additional wells (4H and 5H) commenced in April 2025, and the final two additional wells are scheduled for completion in June 2025 (2H and 3H).

Brava Energia is a listed Brazilian oil and gas company in which Maha holds an equity interest of 4.76%. As of the end of Q1 2025, Brava's share price was BRL 23.10. Maha holds approximately 22.1 million shares in Brava, corresponding to a total value of around MUSD 89 as of the end of Q1 2025.

Illinois Basin
The production at Illinois Basin decreased 17% from Q4 2024 to Q1 2025 and amounted to 315 bopd (380 bopd in Q4 2024). Maha is the operator holding 100% working interest in the Company’s assets in Illinois Basin.