The shareholders of
Right to participate at the Meeting
Shareholders who wish to participate at the Meeting shall
- both be recorded in the share register maintained by
Euroclear Sweden AB on the record date on Friday,19 January 2024 ; and - not later than on Tuesday,
23 January 2024 have notified their participation and any advisors to the Meeting.
Please note that the dates above refer to both shareholders attending in person and shareholders sending proxies in their place.
Notification is possible by e-mail, ir@note-ems.com, or by telephone on +46 (0)8 568 990 00. A written notification can also be sent to
or corporate identity numbers, number of shares, address, telephone number, and, when applicable, information about deputies, proxies and advisors. The number of advisors can be two at most.
Personal data obtained from the share register kept 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 Meeting, register the shares in their own name so that the shareholder is registered in the shareholders’ register on the record date on Friday,
The number of shares and votes of the Company amounts to 28,983,600 as of the date of this notice. There is only one class of shares and the Company holds no own shares as of the date of this notice.
Proxy
Shareholders represented by proxy shall issue a dated and signed power of attorney for the proxy. If issued by a legal entity, the power of attorney must be signed by an authorised representative and be accompanied by a registration certificate or other documents attesting to the authority of the signatory. A copy of the power of attorney form and eventual registration certificate or other documents attesting the authority of the signatory ought to be sent by mail to the Company well in advance of the Meeting at the address
Shareholders who do not wish to attend the Meeting in person can issue a power of attorney to a proxy to exercise their voting rights. The power of attorney could be given to the Chairman of the Meeting, for example, or another individual the shareholder knows will attend the Meeting. If the power of attorney is issued to the Chairman of the Meeting, the power of attorney must be combined with a voting instruction so that the Chairman of the Meeting knows how to vote under the various decision points. If the power of attorney is not combined with a voting instruction, the Chairman will not be able to represent the shareholder at the Meeting. The power of attorney should also in other cases be combined with a voting instruction.
The Company provides the shareholders with a power of attorney form and a blank voting instruction, which can be obtained at the Company's head office or on the Company's website, www.note-ems.com, no later than three weeks before the Meeting.
PROPOSED AGENDA
- Opening of the Meeting.
- Election of Chairman and a person to keep the minutes of the Meeting.
- Preparation and approval of the voting list.
- Approval of the Board of Directors’ proposed agenda.
- Election of one or two persons to attest the minutes.
- Determination of whether the Meeting has been duly convened.
- Determination of the number of board members elected by the Meeting.
- Determination of remuneration to the new board member.
- Election of new board member.
- Closing of the Meeting.
Proposals by the Nomination Committee (items 2 and 7-9)
The Nomination Committee has consisted of
Election of Chairman (item 2)
Determination of the number of board members elected by the Meeting (item 7)
The Board currently consists of four (4) ordinary members without deputies. The Nomination Committee proposes that the Board of Directors for the period until the end of the next Annual General Meeting shall consist of five (5) ordinary members without deputies. Employee representatives have not been included in this number.
Determination of remuneration to the new board member (item 8)
The Nomination Committee proposes that newly elected board member shall receive the same remuneration as the other board members of the Company, i.e.
Election of new board member (item 9)
For the period until the end of the next Annual General Meeting, the Nomination Committee proposes new election of
Short presentation of
Born: 1968
Education:
Main occupation: CEO Vevlen Gård AS - Investment company.
Other directorships: Board member of Bouvet AS.
Work experience: Co-founder of Platekompaniet AS – a former nationwide home entertainment chain. Private investor since 2008.
Holding of NOTE shares*: 1,550,000
Independent in relation to the company and management: Yes
Independent in relation to the company’s major shareholders: Yes
Shareholders’ right to request information
Pursuant to the Swedish Companies Act (Sw. aktiebolagslagen) the Board of Directors and the Chief Executive Officer shall, if any shareholder so requests and the Board of Directors deems that it can be made without substantial damage to the Company, at the Meeting provide information regarding circumstances which may affect the assessment of a matter on the agenda.
Documentation for the Meeting
The Nomination Committee's proposal for resolution and motivated statement regarding its proposal for the Board of Directors and other documents required by the Swedish Companies Act will be available at the Company at the address Sveavägen 52 in
Please note that this is a translation for information purposes only. In the event of any discrepancies between the Swedish and English versions, the Swedish version shall prevail.
Stockholm inJanuary 2024
The Board of Directors ofNOTE AB (publ)
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