(Información remitida por la empresa firmante)
STOCKHOLM, April 11, 2023 /PRNewswire/ — The shareholders in SciBase Holding AB (publ), reg. no. 556773-4768 (the “Company”), are hereby given notice to attend the annual general meeting at 17:00 p.m. on Wednesday17 May 2023 at Setterwalls Advokatbyrå’s offices at address Sturegatan 10 in Stockholm.Registration for the meeting commences at 16:30 p.m. The board of directors has decided, pursuant to Chapter 7, Section 4a of the Swedish Companies Act and the Company’s articles of association, to apply the possibility of postal voting in conjunction with the general meeting (see “Postal voting” below for more information).
Notice
Shareholders wishing to participate at the meeting must:
(i) be entered in the shareholders’ register, kept by Euroclear Sweden AB (the Swedish Central Securities Depository & Clearing Organisation), on the record day which is Tuesday 9 May 2023 and
(ii) notify the Company of their attendance and any assistant no later than Thursday 11 May 2023. Notification can be made in writing to Setterwalls Advokatbyrå AB, Attn: Johan Tönnesen, P.O. Box 1050, SE-101 39 Stockholm, Sweden or by e-mail to johan.tonnesen@setterwalls.se.
Notification shall include full name, personal identification number or corporate registration number, address, daytime telephone number and, if 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 ac-companied by powers of attorney, registration certificates and other documents of authority.
Nominee registered shares
In order to be entitled to participate and vote at the meeting, shareholders who have their shares registered in the name of a nominee must have their shares registered in their own name, so that the shareholder will be included in the transcription of the share register as of Tuesday 9 May 2023. Such registration may be temporary (so-called voting rights registration) and is requested to the nominee in accordance with the nominee’s routines at such time in advance as the nominee determines. Voting rights registrations made by the nominee no later than Thursday 11 May 2023 will be taken into account in the preparation of the share register.
Postal voting
The board of directors has decided, pursuant to Chapter 7, Section 4a of the Swedish Companies Act and the Company’s articles of association, to apply the possibility of postal voting in conjunction with the general meeting. A special form shall be used for postal voting. The form will be available on the Company’s website, http://investors.scibase.se/en/annual-general-meeting-2023.
The form may be submitted by post to Setterwalls Advokatbyrå AB, Attn: Johan Tönnesen, Box 1050, 101 39 Stockholm or via e-mail to johan.tonnesen@setterwalls.se. The completed voting form must be received by Setterwalls Advokatbyrå AB no later than Tuesday 16 May 2023 provided the shareholder has given notice of attendance for the general meeting no later than Thursday 11 May 2023. However, a complete postal vote which reaches Setterwalls Advokatbyrå AB no later than Thursday 11 May 2023 shall also be considered the shareholder’s notice of attendance at the meeting (by postal voting).
The shareholder may not provide special instructions or conditions in the voting form. If so, the vote (i.e. the postal vote in its entirety) is invalid. Further instructions and conditions are included in the form for postal voting.
Proxy voting
A shareholder represented by proxy shall issue a power of attorney which shall be dated and signed by the shareholder. If the shareholder postal votes by proxy, the power of attorney shall be enclosed to the form. If issued by a legal entity, the power of attorney shall also be accompanied by registration certificate or, if not applicable, equivalent documents of authority. Power of attorney forms will be available on the Company’s website http://investors.scibase.se/en/annual-general-meeting-2023.
Processing of personal data
For information regarding how your personal data is processed in connection with the annual general meeting, please refer to the privacy policy on Euroclear Sweden AB’s website, https://www.euroclear.com/dam/ESw/Legal/Privacy-notice-bolagsstammor-engelska.pdf.
Proposed agenda
The nomination committee’s proposed resolutions
The nomination committee is composed of the chairman of the board of directors of the Company (i.e. Tord Lendau), Dharminder Chahal (appointed by VanHerk Group), Peter Elmvik (appointed by Stockholms Elbolag) and Iraj Arastoupour. The nomination committee has presented the following proposed resolutions in relation to items 1 and 8-11 in the proposed agenda.
Item 1 – Election of chairman
Olof Reinholdsson (lawyer at Setterwalls Advokatbyrå) is proposed as chairman of the meeting, or if he is unable to attend the meeting, any other person proposed by the board of directors.
Items 8-10 – Election of and remuneration to the board of directors and auditors
The nomination committee proposes that the board of directors, until the end of the next annual general meeting, shall consist of five (5) ordinary members without deputy members. Furthermore, it is proposed that a registered accounting firm shall be elected as auditor.
The nomination committee furthermore proposes that the fees payable to the board of directors for the period until the end of the next annual general meeting shall be SEK 200,000 for the chairman of the board and SEK 150,000 to each of the other ordinary board members (who are not employed by a larger shareholder in the Company). It is proposed that the Company’s auditor shall be paid in accordance with approved invoices.
The board of directors today consists of the following five (5) ordinary members without deputy members: Tord Lendau (chairman), Diana Ferro, Thomas Taapken, Matt Leavitt och Jvalini Dwarkasing.
The nomination committee proposes that all current board members are to be re-elected and proposes no election of new board members. Furthermore, Tord Lendau is proposed to be re-elected as chairman of the board of directors.
The registered accounting firm PricewaterhouseCoopers AB (PwC) is proposed to be re-elected as auditor. The accounting firm has informed that Magnus Lagerberg will remain as principally responsible auditor.
Additional information regarding the board members is available on the Company’s website.
Item 11 – Resolution on principles for the appointment of a nomination committee
(CONTINUA)