In case of any discrepancy between the English and Swedish language versions of this document, the Swedish language version shall prevail.
The shareholders of
Right to participate and notification
Shareholders wishing to participate in the meeting must:
- be listed in the company's share register kept by
Euroclear Sweden AB as of Friday22 December 2023 ; and -
have notified their attendance in writing no later than Thursday
28 December 2023 toInCoax Networks AB , att: Bolagsstämma, Mobilvägen 10, SE-223 62Lund, Sweden . Notification can also be done by telephone, +46 73-319 24 85 or by e-mail to mats.svensson@incoax.com. The notification should specify the shareholder's complete name, personal identity number or company identity number, the number of shares held by the shareholder, address, telephone number during work hours and, when applicable, information on advisers (no more than two).
Trustee-registered shares
Shareholders whose shares are trustee-registered in the name of a bank or other trustee must, to be able to exercise their voting rights at the meeting, request the trustee to register their shares in their own name with
Proxy etc.
If shareholders are to be represented by a proxy, the proxy must have a written, dated and by the shareholder signed power of attorney for the meeting. The power of attorney may not be older than one year, unless a longer period of validity (however, a maximum of five years) has been stated in the power of attorney. If the power of attorney has been issued by a legal entity, the representative must also have the relevant certificate of registration or equivalent authorization document for the legal entity. To facilitate access, a copy of the power of attorney and other authorization documents should be attached to the notification to the meeting. A template power of attorney is available on the company's website (www.incoax.com) and is sent by post to shareholders who contact the company and state their address.
Proposed agenda
0. Opening of the meeting.
1. Election of Chairman of the meeting.
2. Preparation and approval of the register of voters.
3. Approval of the agenda.
4. Election of one or two persons to confirm the minutes.
5. Determination as to whether the meeting has been duly convened.
6. Resolution on approval of the board of directors' resolution on a rights issue of shares.
7. Closing of the meeting.
Proposed resolutions
Item 1: Election of Chairman of the meeting
The board of directors proposes that the chairman of the board of directors Peter Agardh is elected as Chairman of the meeting.
Item 6: Resolution on approval of the board of directors' resolution on a rights issue of shares
The board of directors proposes that the meeting resolves to approve the board of directors' resolution of
SEK 1.46 shall be paid for each new share, whereby the amount that exceeds the share's quota value shall be allocated to the free share premium reserve.
- Subscription of shares with preferential rights shall be made by exercise of subscription rights. The right to receive subscription rights for subscription of new shares with preferential rights shall vest in those who, on the record date, are registered as shareholders and thereby are allotted subscription rights in relation to their shareholding as of the record date.
-
The record date for participation in the issue shall be on
8 January 2024 .
- One (1) existing share entitle to one (1) subscription right and two (2) subscription rights entitles to subscription of one (1) new share.
- If not all shares are subscribed for by exercise of subscription rights, allotment of the remaining shares shall be made within the highest amount of the issue:
- firstly, to those who have subscribed for shares by exercise of subscription rights (regardless of whether they were shareholders on the record date or not) and who have applied for subscription of shares without exercise of subscription rights and if allotment to these cannot be made in full, allotment shall be made pro rata in relation to the number of subscription rights that each and every one of those, who have applied for subscription of shares without exercise of subscription rights, have exercised for subscription of shares;
- secondly, to those who have applied for subscription of shares without exercise of subscription rights and if allotment to these cannot be made in full, allotment shall be made pro rata in relation to the number of shares the subscriber in total has applied for subscription of shares; and
- thirdly, to those who have provided underwriting commitments with regard to subscription of shares, in proportion to such underwriting commitments.
To the extent that allotment in any section above cannot be done pro rata, allotment shall be determined by drawing of lots.
- Subscription of shares by exercise of subscription rights shall be made through cash payment during the time period from and including
10 January 2024 to and including24 January 2024 . Subscription of shares without exercise of subscription rights shall be made on a special application form during the same time period. Payment for shares subscribed for without exercise of subscription rights is to be made no later than the third banking day after notification of allotment has been sent to the subscriber by a promissory note. The board of directors shall have the right to prolong the time period for subscription and payment.
- The new shares convey right to dividends as from the first record date for dividends occurring after the issue resolution.
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The company's CEO shall be authorized to make such minor formal adjustments of the resolution as might be necessary in connection with registration with the Swedish Companies Registration Office or
Euroclear Sweden AB .
Shareholders' right to information
Shareholders present at the meeting are entitled to request information regarding circumstances which may affect the assessment of a matter on the agenda according to chapter 7 section 32 paragraph 1 of the Swedish Companies Act (Sw. aktiebolagslagen (2005:551)).
Meeting documents
Complete proposals for resolutions and ancillary documents pursuant to the Swedish Companies Act, are presented by being kept available at the company's office at
Processing of personal data
For information on how your personal data is processed, please see https://www.euroclear.com/dam/ESw/Legal/Privacy-notice-bolagsstammor-engelska.pdf.
Number of shares and votes in the company
As of the date of this notice to attend the meeting, the total number of shares and votes in the company amounts to 72,104,729. The company does not hold any own shares.
____________________
The Board of Directors
For further information, please contact:
jorgen.ekengren@incoax.com
+46 (0)73-899 55 52
This information was submitted for publication, through the agency of the contact person set out above, at
About
For additional information regarding the company, visit www.incoax.com.
https://news.cision.com/incoax-networks-ab/r/notice-of-extraordinary-general-meeting-in-incoax-networks-ab,c3895920
https://mb.cision.com/Main/15562/3895920/2502174.pdf
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