notice of extra general meeting
The shareholders of Akelius Residential Property AB (publ) are summoned to an extra general meeting,
2023-12-20 at 10:00, at the Company’s offices, Engelbrektsgatan 9-11, Stockholm.
The Board of Directors has in accordance with the articles of association resolved that the shareholders shall be able to exercise their voting rights by mail before the extra general meeting.
right to participate and registration
Shareholders who wish to participate in the meeting in person must be included in the share register kept by Euroclear Sweden AB no later than 2023-12-12 and notify their attendance at the meeting and any number of assistants, no more than two, to the Company no later than 2023-12-14.
A notification of participation must be made in writing to Akelius Residential Property AB (publ), Box 5836, 102 48 Stockholm or by e-mail to [email protected].
Please provide
- name
- personal identity or corporate registration number
- address
- telephone number
- shareholding
- any assistants at the time of notification
Shareholders who wish to participate in the meeting via postal voting must be included in the share register kept by Euroclear Sweden AB no later than 2023‑12‑12, and have notified the Company of their attendance at the meeting by casting their postal vote in accordance with the instructions under the heading “postal voting” below, so that it has been received by Euroclear Sweden AB no later than 2023‑12‑14.
The exercise of voting rights in accordance with the postal voting procedure will be considered as a notification from the shareholder to attend the meeting.
trustee-registered shares
A person who has registered the shares with a trustee must, in order to be entitled to participate in the meeting,
instruct the trustee to register the shares for voting in his or her own name.
Shareholders who wish for such re-registration must request it from their trustee in good time before 2023-12-12.
Such registration may be temporary, so-called voting right registration, and may be requested from the trustee in accordance with the trustee’s procedures at a time in advance as determined by the trustee.
Voting rights registered not later than the second banking day after 2023 12-12 are taken into account in the preparation of the share register.
representatives
Shareholders to be represented in person must issue a written and dated power of attorney.
The person who represents a legal entity shall display a copy of the registration certificate or equivalent document of authority which expresses the authorized signatories.
The power of attorney must not be older than one year unless the term of validity, no more than five years, is stated in the power of attorney.
A power of attorney in original form, registration certificate, and corresponding authorization documents must be sent to the Company at the above address in good time before the annual general meeting.
A power of attorney form is available on the Company's website www.akelius.com/en/investor/governance/general-meeting.
postal voting
For postal voting, a special form must be used, which is available on the Company’s website, akelius.se and at the Company’s headquarters, Engelbrektsgatan 9-11, 102 48 Stockholm.
Furthermore, the form will serve as notification of participation in the extra general meeting.
A completed and signed form for postal voting should be sent by regular mail to Akelius Residential Property AB, c/o Euroclear Sweden AB, Box 191, SE-101 23 Stockholm, Sweden,
or by e-mail to [email protected] or at https://anmalan.vpc.se/euroclearproxy and must be received by Euroclear Sweden AB by 2023‑12‑14 at the latest.
Shareholders who are natural persons can also cast their postal vote electronically by verifying their identity using BankID on the website of Euroclear Sweden AB, https://anmalan.vpc.se/euroclearproxy no later than 23:59 on 2023‑12-14.
If the shareholder is postal voting through a representative, the power of attorney must be enclosed with the form.
A form for power of attorney, proxy, is available on the Company’s website, akelius.se.
If the shareholder is a legal entity, proof of registration or other authorization document must be enclosed with the form.
Shareholders are not allowed to include special instructions or conditions in the postal vote.
If special instructions or conditions are included, such a postal vote is rendered invalid.
Further information and conditions can be found on the postal voting form and on https://anmalan.vpc.se/euroclearproxy.
Votes received later than 2023‑12‑14 will be disregarded.
For questions about the postal voting form, please contact Euroclear Sweden AB, tel. +46 (0)8 402 91 33 on Monday to Friday, between 09.00 a.m. to 4.00 p.m.
processing of personal data
Shareholder personal data collected from the share register, notification of participation at the extra general meeting, and data on representatives and assistants will be used for registration,
drawing up of voting register and, where applicable, minutes of the general meeting.
The personal data is processed in accordance with the General Data Protection Regulation, GDPR.
For additional information on Akelius’ processing of personal data and your rights,
see the Company’s information on processing of shareholder personal data on the Company's website www.akelius.com/shareholder-information/general-meeting.
proposed agenda
- opening of the extra general meeting
- election of the chairman of the meeting
- preparation and approval of the voting register
- election of one or two persons to verify the minutes
- determination of whether the meeting has been duly convened
- approval of the agenda
- resolution on extra dividend
- closing of the extra general meeting
resolution proposals
item 2 – election of the chairman of the meeting
The board proposes that the extra general meeting shall appoint the Company’s General Counsel Jonas Rogberg to be the chairman of the meeting, or if he is unable to attend, any other person proposed by the board.
item 7 – resolution on extra dividend
The board proposes that an extra dividend of EUR 0.225 per class A ordinary share shall be distributed in the form of financial assets,
such as publicly listed bonds at their respective market valuations on the record date.
In total, the distribution of dividends on class A ordinary shares will be paid in the amount of EUR 1,314,000,000.
The Board proposes that the extra general meeting authorizes the board to determine the record date and payment date for the distribution of dividend on the class A ordinary shares.
According to annual report for the accounting year 2022, the total amount available for distribution was EUR 3,661,813,513.
The annual general meeting resolved, after adopting the annual accounts,
on a total distribution to the shareholders of EUR 188,612,473, after which an amount of
EUR 3,473,201,076 remains of the total distributable amount in accordance with Chapter 17 § 3 first section of the Companies Act.
No extra dividend shall be paid on class D ordinary shares.
It is proposed to authorize the board and the CEO to make such minor adjustments to this resolution that may be necessary in connection with the registration hereof.
other matters
The Board's complete proposals for resolutions, the Board’s motivated statement according to Chapter 18 § 4 of the Companies Act, the annual report, and the auditor’s report for 2022, the Board’s and auditor’s statements in relation to Chapter 18 § 6 of the Companies Act and related documents will be available at the Company's office, Engelbrektsgatan 9-11, 102 48 Stockholm,
and at the Company's website at the address www.akelius.com/shareholder-information/general-meeting no later than three weeks before the extra general meeting.
The documents will be sent to shareholders who request it and state their postal address and will also be available at the meeting.
The documents will be submitted to the extra general meeting.
Shareholders have the right to request information regarding, on the one hand, conditions that may affect the assessment of a matter on the agenda and conditions that may affect the assessment of the Company's financial situation.
Such a request must be submitted in writing to the Company at the latest ten (10) days prior to the extra general meeting.
The Board and the managing director shall disclose such information if the Board considers that it can be done without material damage to the Company.
The disclosure obligation also applies to the Company's relation to other group companies, the consolidated accounts, and such circumstances as regards subsidiaries mentioned above.
Stockholm in November 2023
Akelius Residential Property AB (publ)
The Board of Directors
In the event of conflict in interpretation or differences between this notice and the Swedish version, the Swedish version shall have priority.
Akelius Residential Property AB’s (publ) D-shares are listed on Nasdaq First North Growth Market Stockholm.
Avanza Bank is the Certified Adviser of the Company, [email protected], +46-8-409 421 20.
