The shareholders in
Due to the extraordinary situation resulting from the covid-19 pandemic, the extraordinary general meeting will be carried out through advance voting (postal voting) pursuant to temporary legislation. No meeting with the possibility to attend in person or to be represented by a proxy will take place.
Preconditions for participation in the extraordinary general meeting
Shareholders who wish to participate, through advance voting, in the extraordinary general meeting must:
firstly be included in the shareholders' register maintained by
secondly notify the company of their participation in the extraordinary general meeting by casting its advance votes in accordance with the instructions under the heading "Advance voting" below so that the advance voting form is received by the company no later than on
Nominee registered shares
Shareholders whose shares have been registered in the name of a bank or securities institute must temporarily re-register their shares in their own names with
Advance voting
In view of the recent developments of the spread of the corona virus (covid-19), the company has taken certain precautionary measures in relation to the extraordinary general meeting on
A special form shall be used for advance voting. The form is available on www.itabgroup.com. The advance voting form is considered as the notification of participation at the extraordinary general meeting.
The completed voting form must be received by the company no later than on
Further instructions and conditions are included in the form for advance voting.
Shareholders' right to request information
Pursuant to Chapter 7 Section 32 of the Swedish Companies Act (Sw. aktiebolagslagen), the board of directors and the managing director are required to, upon request from shareholders, provide information that may affect a matter on the agenda. A request for such information shall be sent by post to Box 9054, SE-550 09 Jönköping or by e-mail to bolagsstamma@itab.com, no later than on
Number of shares and votes
There are a total of 22,166,400 shares of series A, with ten (10) votes per share and 80,217,030 shares of series B, with one (1) vote per share, in the company as of the date of this notice. The number of shares in the company thereby equals a total of 102,383,430, corresponding to a total of 301,881,030 votes on the extraordinary general meeting.
Proposed agenda
1. Election of a chairman at the meeting;
2. Preparation and approval of the voting list;
3. Approval of the agenda;
4. Election of one persons who shall approve the minutes of the meeting;
5. Determination of whether the meeting was duly convened;
6. Resolution to approve shareholders' loans;
7. Closing of the meeting.
Resolution proposals
Election of a chairman of the meeting (item 1)
The company's board of directors has proposed that the chairman of the board,
Preparation and approval of the voting list (item 2)
The voting list proposed for approval under item 2 is the voting list prepared by the company, based on the shareholders' register for the meeting and the advance votes received, as verified by the persons elected to approve the minutes.
Election of one person who shall approve the minutes of the meeting (item 3)
Resolution to approve shareholders' loans (item 6)
The board of directors of
Background for the proposal
In 2016, the employees of ITAB were offered to participate in a convertible debenture scheme. During the period from 26 May to
All convertibles in the convertible debenture scheme have matured and thus, a total amount, including accrued interest, of approx.
The short-term shareholders' loans have been negotiated as a part of a refinancing in which ITAB has renegotiated terms of its
The board of directors' statement in accordance with Chapter 16 a of the Swedish Companies Act
The board of directors of ITAB proposes that the extraordinary general meeting resolves to approve that ITAB enters into short-term shareholders' loans with
The short-term shareholder's loans are expected to be entered into, subject to approval by the general meeting on or around
Majority requirements
Resolution in accordance with this item 6 requires, in accordance with Chapter 16 a of the Swedish Companies Act, approval by a majority of the votes cast at the meeting. Shares held by the related parties,
Miscellaneous
The board of directors' complete proposal and statement regarding item 6 is included in this notice and the notice will be available at the address of the company and on the company webpage www.itabgroup.com. Copies of the document will be sent to the shareholders who so request and who inform the company of their postal address. The shareholders' register for the meeting is made available at ITAB's head office.
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For information on how your personal data is processed, see the integrity policy that is available at Euroclear's webpage
www.euroclear.com/dam/ESw/Legal/Privacy-notice-bolagsstammor-engelska.pdf
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Jönköping in
The board of directors
N.B. The English text is an in-house translation of the original Swedish text. Should there be any disparities between the Swedish and the English text, the Swedish text shall prevail.
For further information, please contact:
ITAB Shop Concept AB
CEO Andréas Elgaard
Telephone: +46 36 31 73 00
Mobile: +46 73 232 16 35
Box 9054, SE-550 09 JÖNKÖPING
Telephone: +46 36 31 73 00
itab.com, itabgroup.com
AT ITAB we help customers turn consumer brand experience into physical reality with our know-how, solutions, and ecosystem of partners. We co-create with our customers, efficient retail solutions that deliver convenient and inspiring consumer experiences. The offer includes consultative design services, custom-made interiors, checkout systems, consumer guidance solutions, professional lighting systems and interactive digital solutions for the physical store. ITAB has approximately 3,200 employees and net sales in 2019 amounted to MSEK 6,064. The company's B share is listed on Nasdaq Stockholm.
https://news.cision.com/itab-shop-concept/r/notice-to-extraordinary-general-meeting-in-itab-shop-concept-ab--publ-,c3143060
https://mb.cision.com/Main/862/3143060/1270595.pdf
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