ALLIGO AB The shareholders in
NOTICE OF PARTICIPATION
Shareholders who wish to participate in the Extraordinary General Meeting must:
- be recorded in the shareholders' register maintained by
Euroclear Sweden AB on Tuesday,15 March 2022 , -
file notice of their intention to participate with the Company's head office not later than Thursday,
17 March 2022 ; by mail at "Extraordinary General Meeting23 March 2022 ",Alligo AB , Box 631, 135 26 Tyresö,Sweden ; by telephone +46 8 727 27 20; or by e-mail bolagsstamma@alligo.com.
Notices must contain information about the shareholders' name, personal identity number (corporate registration number), address, telephone number, number of shares and the names of any assisting counsel (maximum of two). Personal data obtained from the shareholders' register maintained by
To be entitled to participate in the Meeting, a shareholder whose shares are registered in the name of a nominee must, in addition to providing notification of their participation to the Extraordinary General Meeting, register the shares in their own name so that the shareholder is registered in the shareholders' register on the record date of Tuesday,
In the case of participation by proxy authorised by a power of attorney, a written and dated power of attorney signed by the shareholder and other relevant authorisation documents are to be presented. Representatives of legal entities must also submit a copy of the entity's certificate of incorporation or corresponding authorisation documents showing that they are authorised to represent the legal entity. A copy of the power of attorney and any certificate of incorporation should be delivered to the Company well in advance of the Meeting. The original copy of the power of attorney must also be presented at the Meeting.
The Company provides shareholders with a power of attorney form, which is available at the Company's head office or at the Company's website.
PROPOSED AGENDA
- Opening of the Meeting.
- Election of the Chairman to preside over the Meeting.
-
Compilation and approval of
Electoral Register . - Approval of the agenda proposed by the Board of Directors for the Meeting.
- Election of one or two persons to approve the Minutes to be taken at the Meeting.
- Determination of whether the Meeting has been duly convened.
-
Resolution regarding distribution of all shares in
Momentum Group AB . - Election of Board of Directors.
- Closing of the Meeting.
PROPOSALS BY THE BOARD OF DIRECORS FOR RESOLUTIONS REGARDING ITEMS 2 AND 7 IN ACCORDANCE WITH THE ABOVE
Item 2 Election of the Chairman to preside over the Meeting.
The Board of Directors proposes that the General Meeting elects Johan Sjö, as the Chairman to preside over the Meeting.
Item 7 Resolution regarding distribution of all shares in
Background
The Company announced on
Proposal
The Board of Directors propose that the General Meeting decides on a distribution, whereby all of the Company's shares in
One (1) Class A share in
The record date for distribution shall be
The Company hold 425,300 Class B shares, which will not be entitled to distribution of shares in
The Board's proposed distribution corresponds to a total amount of
The distribution of shares in
Shareholders, with the exception of certain institutional investors, who hold shares in
The CEO, or the person appointed by the Board of Directors, are entitled to make the minor adjustments in the decision that may be necessary in conjunction with their registration at the Swedish Companies Registration Office (Sw. Bolagsverket) and at
PROPOSAL BY THE ELECTION COMMITTEE FOR RESOLUTION
Item 8 Election of Board members.
The Election Committee proposes the election of a new Board of Directors, corresponding to the Board of Directors of
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SHARES AND VOTES
The Company har issued a total of 50,906,189 shares, of which 564,073 are Class A shares and 50,342,116 are Class B shares, of which 425,300 are held by the Company. After deducting the shares held by the Company, the total number of votes in the Company amount to 55,557,546. The above information pertains to the conditions at the time of issuing this notice.
SHAREHOLDERS' RIGHT TO REQUEST INFORMATION
According to Chapter 7, Sections 32 and 57 of the Swedish Companies Act, upon request from a shareholder and provided the Board determines that it is possible to do so without causing material damage to the Company, the Board and the CEO are required to provide information about any circumstances that could impact how an item on the agenda is addressed. This disclosure obligation also encompasses the Company's relationships with other Group companies.
DOCUMENTATION
The complete proposals of the Board of Directors for resolutions under Item 7 on the agenda, as well as documents under Chapter 18, Sections 4 and 6 of the Swedish Companies Act, will be available from the Company and on the Company's website not later than three weeks prior to the Meeting and will be sent to shareholders who so request and who provide their postal address. The above documents will also be presented at the Meeting.
The Election Committee's full proposal for resolution is included in this notice. Information regarding the proposed Board members is included in the information memorandum that has been prepared to the Meeting and that will be published on the Company's website on or about
BOARD OF DIRECTORS
For further information, please contact:
Clein Ullenvik, President & CEO
Tel +46 8 712 00 00
clein.ullenvik@alligo.com
This information is such that
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