Notice of extraordinary general meeting in Scandi Standard AB (publ)
Scandi Standard AB (publ), 556921-0627, holds an extraordinary general meeting on 22 August 2022.
The board of directors has decided that the extraordinary general meeting shall be held without physical presence of shareholders, proxies or external parties and that the shareholders shall exercise their voting rights by post in accordance with sections 20 and 22 of the Swedish Act on Temporary Exemptions to Facilitate the Execution of General Meetings in Companies and Associations.
VOTE AT THE EXTRAORDINARY GENERAL MEETING
Shareholders who wish to exercise their voting rights at the extraordinary general meeting must:
- be entered as a shareholder in the share register kept by Euroclear Sweden AB on 12 August 2022 or, if the shares are registered in the name of a nominee, request that the nominee registers the shares in the shareholder’s own name for voting purposes in such time that the registration is completed by 16 August 2022; and
- submit a postal vote in accordance with the instructions set out in the section “Instructions for voting by post” in such time that the company receives the postal vote by 19 August 2022, at the latest.
Instructions for voting by post
In order to vote at the extraordinary general meeting, the shareholders shall use the voting form and follow the company’s instructions that are available on the company’s website, www.scandistandard.com. The voting form should be sent either:
- by post to Scandi Standard AB (publ), Att. “Extraordinary general meeting” c/o Euroclear Sweden AB, P.O. Box 191, SE-101 23 Stockholm; or
- by email to [email protected] (state “Scandi Standard” in the subject line of the email); or
- electronically with BankID in accordance with the instructions on https://anmalan.vpc.se/euroclearproxy.
If a shareholder’s voting rights are exercised by proxy, a power of attorney and other authorisation documents must be enclosed with the voting form. A proxy form is available at the company’s website, www.scandistandard.com.
PROPOSED AGENDA
- Election of a chairman of the meeting
- Preparation and approval of the voting register
- Approval of the agenda
- Election of one or two persons to attest the minutes
- Determination of whether the meeting was duly convened
- Resolution that the board of directors shall consist of seven members without deputies
- Election of Paulo Gaspar as a new member of the board of directors
- Resolution on board fee to Paulo Gaspar
- Closing of the meeting
PROPOSED RESOLUTIONS
Item 1: Election of a chairman of the meeting
The nomination committee proposes that Advokat Björn Svensson is elected chairman of the meeting.
Item 2: Preparation and approval of the voting register
The board of directors proposes that the register prepared by the company based on the share register and the postal votes received by the company (and verified and approved by the persons that are elected to verify the minutes of the meeting) is approved as voting register for the meeting.
Item 4: Election of one or two persons to attest the minutes
The board of directors proposes that Andreas Hofmann (representing Investment AB Öresund) and Tove Cederborg (representing Lantmännen), or, if one or both of them are absent, any person or persons appointed by the board of directors, are elected to attest the minutes of the meeting.
The assignment to attest the minutes shall also include verifying the voting register and that the received postal votes are correctly reflected in the minutes.
Item 6: Resolution that the board of directors shall consist of seven members without deputies
The nomination committee proposes that the board of directors shall consist of seven members without deputies.
Item 7: Election of Paulo Gaspar as a new member of the board of directors
The nomination committee proposes that Paulo Gaspar is elected as a new member of the board of directors for the period until the close of the annual general meeting 2023.
Item 8: Resolution on board fee to Paulo Gaspar
The nomination committee proposes an annual board fee for Paulo Gaspar of SEK 360,000, to be reduced and paid out pro rata in relation to the period between the extraordinary general meeting and the annual general meeting 2023.
If the board resolves to increase the number of members of a board committee by one member, the fees for such work will be decided by the annual general meeting 2023.
NUMBER OF SHARES AND VOTES
At the date of this notice, the company has only issued ordinary shares and the total number shares and votes in the company amounts to 66,060,890. At the date of this notice, the company holds 733,726 own ordinary shares, representing 733,726 votes.
SHAREHOLDERS’ RIGHT TO REQUEST INFORMATION
Shareholders that wish to request information pursuant to Chapter 7, section 32 of the Swedish Companies Act shall do so by submitting the request in writing by post to Scandi Standard AB (publ), Att. Scandi Standard EGM, P.O. Box 30174, SE-104 25 Stockholm or by email to the company at [email protected], by 12 August 2022, at the latest. The information will be made available at the company at Strandbergsgatan 55, SE-112 51 Stockholm and the company’s website, www.scandistandard.com, by 17 August 2022, at the latest. Within the same time, the information will be sent free of charge to shareholders who so request and inform the company of their address. Such a request may be sent to Scandi Standard AB (publ), Att. Scandi Standard EGM, P.O. Box 30174, SE-104 25 Stockholm or by email to the company at [email protected].
DOCUMENTS
Documents that shall be made available prior to the extraordinary general meeting pursuant to the Swedish Companies Act will be made available at the company at Strandbergsgatan 55, SE-112 51 Stockholm and the company’s website, www.scandistandard.com, not later than three weeks prior to the extraordinary general meeting. The documents will also be sent free of charge to shareholders who so request and inform the company of their address. Such a request may be sent to Scandi Standard AB (publ), Att. Scandi Standard EGM, P.O. Box 30174, SE-104 25 Stockholm or by email to the company at [email protected].
A share register reflecting the shareholdings in the company as of 12 August 2022 and voting registrations of shares registered in the name of a nominee made not later than on 16 August 2022 will be made available at the company at Strandbergsgatan 55, SE-112 51 Stockholm prior to the extraordinary general meeting.
PROCESSING OF PERSONAL DATA
For information about the processing of personal data in connection with the extraordinary general meeting, see the privacy notice on Euroclear Sweden AB’s website, https://www.euroclear.com/dam/ESw/Legal/Privacy-notice-bolagsstammor-engelska.pdf.
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Stockholm in July 2022
Scandi Standard AB (publ)
The board of directors
