The Extraordinary General Meeting of
The board of directors has, in accordance with the Act (2022:121) on temporary exceptions to facilitate the execution of general meetings in companies and other associations, resolved that the Extraordinary General Meeting shall be held without the physical presence of shareholders, proxies or outsiders and that shareholders only may exercise their voting right at the Extraordinary General Meeting by way of postal voting.
RIGHT TO ATTEND AND NOTICE
Shareholders wishing to attend the Extraordinary General Meeting
shall be entered as shareholder in the share register kept by
shall give notice of attendance to the company no later than
NOMINEE-REGISTERED SHARES
To be entitled to attend the Extraordinary General Meeting, shareholders whose shares are nominee-registered must, in addition to giving notice of attendance to the company by casting his or her postal vote, register such shares in their own names so that the shareholder is recorded in the share register as of
POSTAL VOTING
Shareholders may exercise their voting rights at the Extraordinary General Meeting only by voting in advance through so-called postal voting in accordance with Section 22 of the Act (2022:121) on temporary exceptions to facilitate the execution of general meetings in companies and other associations.
A designated form shall be used for postal voting. The form is available on
The completed voting form must be received by
PROPOSED AGENDA
- Election of chairman of the meeting
- Preparation and approval of the voting list
- Approval of the agenda
- Election of two persons to verify the minutes
- Determination of whether the meeting has been duly convened
- Proposal regarding authorisation for the board of directors to resolve upon repurchase of own ordinary shares of Class A
- Closing of the meeting
PROPOSED RESOLUTIONS
Election of chairman of the meeting (item 1)
The board of directors proposes that the chairman of the board of directors,
Preparation and approval of the voting list (item 2)
The voting list which is proposed to be approved under item 2 shall be the voting list drawn up by
Election of two persons to verify the minutes (item 4)
The board of directors proposes that
Proposal regarding authorisation for the board of directors to resolve upon repurchase of own ordinary shares of Class A (item 6)
In the board of directors’ assessment, authorisation for the board of directors to resolve upon repurchase of own ordinary shares of Class A would provide increased flexibility and contribute to increased shareholder value. The board of directors have not resolved whether such authorisation would be utilized but intends to evaluate the present conditions at any given time. Consequently, the board of directors proposes that the General Meeting authorises the board of directors to, on one or more occasions for the period until the end of the next Annual General Meeting, resolve to acquire a maximum number of own ordinary shares of Class A so that the company holds a maximum of 10 percent of all shares in the company at any time following the acquisition. Acquisitions shall be conducted on Nasdaq Stockholm and at a price per ordinary share of Class A that is within the price range for the share price prevailing at any time (the so-called spread), i.e. the range between the highest ask price and the lowest bid price. In the event that the acquisitions are effected by a stock broker as assigned by the company, the price of own ordinary shares of Class A may, however, correspond to the volume weighted average price during the time period within which the ordinary shares of Class A were acquired, even if the volume weighted average price on the day of delivery to the company falls outside the price range. Payment for the ordinary shares of Class A shall be made in cash.
The purpose of the above authorisations, regarding repurchase of own ordinary shares of Class A, is to adjust the company’s capital structure according to the capital requirements from time to time, thereby contributing to an increase in shareholder value, as well as to be able to transfer own ordinary shares of Class A as payment, or in order to finance acquisitions of real property or real property companies, or part of real property or real property companies, or in order to finance investments in new or existing real properties. The purpose of the authorisation does not include trading in the company’s own shares for short-term profit.
As of
SPECIAL MAJORITY REQUIREMENT
A resolution by the General Meeting in accordance with item 6 above is valid only where supported by shareholders representing at least two thirds of both the votes cast and the shares represented at the meeting.
DOCUMENTS
Documents that shall be made available pursuant to the Swedish Companies Act will be made available at the company and on the company's website, www.nyfosa.se, from no later than
NUMBER OF SHARES AND VOTES
As of the date of this notice, the total number of shares in the company is 191,022,813 shares, all of which are ordinary shares of Class A, corresponding to 191,022,813 votes. At the same date, the company does not hold any of its own shares.
SHAREHOLDER'S RIGHT TO REQUEST INFORMATION
The board of directors and the CEO shall, if any shareholder so requests and the board of directors believes that it can be done without material harm to the company, provide information regarding circumstances that may affect the assessment of an item on the agenda. A request for such information shall be received by the company in writing to
PERSONAL DATA PROCESSING
For information on how your personal data is processed, please see https://www.euroclear.com/dam/ESw/Legal/Privacy-notice-bolagsstammor-engelska.pdf.
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Nacka on
The board of directors
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