STENOCARE A/S
NASDAQ FIRST NORTH GROWTH MARKET,
TICKER: STENO
The board of directors hereby convenes the shareholders of
Monday
at law firm Lund Elmer Sandager
Kalvebod Brygge 39-41
1560 Copenhagen
With the following agenda:
- Appointment of a chairman of the meeting
- Authorisations to the board of directors to prolong existing convertible loans on amended terms.
- Amendment of articles of association
- Any other business
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Comments to the agenda:
Item 1 - Appointment of a chairman of the meeting
The board of directors proposes attorney
Item 2 - Authorisations to the board of directors to prolong existing convertible loans on amended terms
The board of directors proposes to authorise the board of directors to prolong existing convertible loans on amended terms. As part of the proposal the board of directors proposes that the below clause 5.7 with the following wording, in all material aspects, is inserted in the articles of association:
"5.7
The board of directors is authorised in the period up to and including
The terms for the convertible loans prolonged pursuant to this authorisation are attached as (appendix 5.7).
The board of directors is authorised to increase the company's nominal share capital one or more times by up to a total of nominal
The authorisation implies that the capital increase must take place by issuing new shares on the terms that the new shares must belong to the existing share class, that the new shares shall be fully paid, that the shares are subscribed in amounts of
The board of directors is authorised to prolong and arrange for the conversion of the convertible loans, to amend the articles of association as a result of the prolongment/conversion of convertible loans and to carry out that the corresponding capital increase is registered with the
As part of the proposal the board of directors will become authorised to lay down the terms and conditions for the capital increases to the above authorisation and to make such amendments to the company's articles of association as may be required as a result of the board of directors' exercise of the said authorisation.
Item 3 - Amendment of articles of association
The board of directors proposes to amend the company's articles of association according to item 2.
Item 4 - Miscellaneous
The board of directors proposes that the chairman of the meeting (with right of substitution) is authorised to file the adopted solutions with the
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The Board of Directors of
Introduction
Share capital
At the time of the notice of the general meeting, the Company's nominal share capital is
Registration date and shareholders' voting rights
A shareholder's right to attend and vote at the General Meeting shall be determined on basis of the shares held by the person on the date of registration. The registration date is Monday,
Admission cards
Shareholders who are entitled to attend the General Meeting and who wish to attend the General Meeting must request an admission card no later than Thursday,
Admission cards can also be requested in writing by using the proxy form, which is available on the Company's website, https://stenocare.com/egm-2024/ The completed and signed form must be scanned and sent to Computershare A/S either by email to gf@computershare.dk or by ordinary mail to Computershare A/S, Lottenborgvej 26 D, 2800 Kgs. Lyngby,
Please note that admission cards will be sent to the e-mail address specified on registration and must be brought to the general meeting on smartphone/tablet or printed.
Shareholders who have requested an admission card without stating their e-mail address can pick up the admission card at the entrance to the general meeting against presentation of a valid ID.
Shareholders who are unable to attend, can issue a proxy or postal vote via the shareholder portal. The deadline for submitting a proxy is Thursday,
Shareholders can log in to the shareholder portal using MitID or with a user name and password. Shareholders who have not previously changed their user name in the shareholder portal, will often have the same username as their custody account number or VP account number. In some cases, the VP account number consists of the deposit number and a prior identification number on the shareholder's bank. If in doubt, shareholders can ask their bank (deposit bank).
Proxy
Subject to having requested an admission card, shareholders may attend the general meeting in person or by proxy. Proxies may be submitted by one of the following ways:
- Electronically through the "Shareholder Portal" under the menu "Investor" on the Company's website, https://stenocare.com/investor-relations/shareholder-portal/
- In writing by using the proxy form, which is available on the Company's website, https://stenocare.com/egm-2024/. The completed and signed form must be scanned and sent to Computershare A/S either by email to gf@computershare.dk or by ordinary mail to Computershare A/S, Lottenborgvej 26 D, 2800 Kgs. Lyngby,
Denmark . Proxy forms must be received by Computershare A/S no later than on Thursday,1 February 2024 at11:59 PM CET . It is possible to submit either proxy or vote by correspondence, cf. below, but not both. The right to attend and vote by proxy is subject to presentation of appropriate identification. If appropriate identification is not presented, attendance and/or voting right may be rejected.
Please use the Proxy form available on the
https://stenocare.com/egm-2024/ (Menu: General Meeting).
Voting by correspondence
Shareholders who are not able to attend the general meeting may vote by correspondence. Votes by correspondence may be submitted by one of the following ways:
- Electronically through the "Shareholder Portal" under the menu "Investor" on the Company's website, https://stenocare.com/investor-relations/shareholder-portal/
- In writing by using the proxy form, which is available on the Company's website, https://stenocare.com/egm-2024/. The completed and signed form must be scanned and sent to Computershare A/S either by email to gf@computershare.dk or by ordinary mail to Computershare A/S, Lottenborgvej 26 D, 2800 Kgs. Lyngby,
Denmark . A vote by correspondence must be received by Computershare A/S no later than on Friday,2 February 2024 at 12noon CET . It is possible to submit either proxy or vote by correspondence, cf. below, but not both. The right to attend and vote by proxy is subject to presentation of appropriate identification. If appropriate identification is not presented, attendance and/or voting right may be rejected.
Please use the Voting by correspondence form available on the
Additional information
Until and including the day of the general meeting, additional information regarding the general meeting will be available on the Company's website, https://stenocare.com/egm-2024/ including:
- The notice to convene the general meeting, including the agenda and the complete proposals and Appendices.
- The proxy/voting by correspondence form for use in connection with voting by proxy or by correspondence.
The general meeting will be held in Danish. In connection with the general meeting, water, tea and coffee will be served.
Questions from shareholders
Please use the "Ask questions" online form available on the
Personal data
With regards to collection and processing of personal data for the General Meeting, these are handled, stored, and deleted in accordance with the General Data Protection Regulation (GDPR).
For additional information regarding
About
www.stenocare.com www.stenocare.dk www.stenocare.se
https://news.cision.com/stenocare/r/notice-to-extraordinary-general-meeting-in-stenocare-a-s,c3908854
https://mb.cision.com/Main/17551/3908854/2537992.pdf
https://mb.cision.com/Public/17551/3908854/96e3dc6c1f979a0d.pdf
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