NOTICE OF EXTRAORDINARY GENERAL MEETING OF RIGHTBRIDGE VENTURES GROUP AB
The shareholders of Rightbridge Ventures Group AB, reg.no 559058-5807 (the "Company"), are hereby convened to an Extraordinary General Meeting on 18 October 2023 at 14:30 at the premises of Eversheds Sutherland Advokatbyrås, Svevägen 20 in Stockholm. Registration will commence at 14:15.
RIGHT TO PARTICIPATE AND NOTIFICATION
Shareholders who wish to attend the meeting must
- be registered in the share register maintained by Euroclear Sweden AB on 10 October 2023; and
- notify the Company of their intention to attend the meeting no later than 12 October 2023 by e-mail to [email protected] or by post to RightBridge Ventures Group AB, “EGM 2023”, Norrlandsgatan 24, 111 43 Stockholm. In the notification, the shareholder must state his/her name, personal or organisational number, address, and telephone number and, if applicable, the name of an assistant (maximum 2).
NOMINEE-REGISTERED SHARES
Shareholders who have had their shares registered in the name of a nominee must have their shares registered in their own name in order to be entitled to participate in the meeting. Such registration may be temporary (so-called voting rights registration) and is requested from the trustee in accordance with the trustee's procedures. Registrations of voting rights made (registered with Euroclear Sweden AB) no later than 12 October 2023 will be taken into account in the preparation of the share register.
REPRESENTATIVES
Shareholders represented by proxy must issue a written power of attorney for the proxy, signed and dated by the shareholder. The period of validity of the proxy may not exceed five years if specifically stated. If no period of validity is indicated, the proxy shall be valid for a maximum of one year. If the proxy is issued by a legal person, a copy of the certificate of registration or equivalent of the legal person must be attached. The original of the proxy and any certificate of registration should be sent by post to the Company at the above address in good time before the meeting. The proxy form will be available on the Company's website (www.RightBridge.se) at least two weeks before the meeting.
PROPOSED AGENDA
- Opening of the meeting
- Election of the Chairman of the meeting
- Election of one or two persons to verify the minutes of the meeting
- Preparation and approval of the voting list
- Approval of the agenda
- Determination of whether the meeting has been duly convened
- Election of new board member and election of Chairman of the Board
- Resolution to authorize the Board of Directors to make minor adjustments to the resolutions adopted at the meeting
- Closure of the meeting
PROPOSED RESOLUTIONS
Item 7 – Election of new Board members and election of Chairman of the Board
Since the board members Kenneth Arnström and Stefan Lindeberg have announced that they, after the general meeting, will resign as board members, the board proposes the election of new board members Kin-Wai Lau and Larry Gan, and that Larry Gan is elected as chairman of the board.
If the general meeting resolves in accordance with the proposal, the Board of Directors will consist of Larry Gan (Chairman), Kin-Wai Lau, Magnus Leppäniemi and Johan Rooth.
Presentation:
Kin Wai Lau is a tech investor and entrepreneur with broad experience across Asia and Europe. Kin Wai founded his first company at the age of 23 and he has since then been building companies across internet media, software and biotechnology. He was named by the media as one of the youngest Managing Directors of a publicly traded firms in Southeast Asia when he took his first company to a successful IPO at the age of 28.
He has to date led half a dozen of technology companies with 6 of them being listed on major stock exchanges in the Asia Pacific region. More recently he co-founded the Fatfish Internet Group (“Fatfish”), a regional venture builder that focuses on building internet businesses in Southeast Asia and Australia.
Kin-Wai currently serves as the Chairman of iCandy Interactive Ltd (ASX:ICI), the first mobile game development company to go public from Southeast Asia. He also sits on the Board of various public and private tech companies across Asia and Europe e.g. Sedania Innovator Berhad, Lunch Actually Group and iFashion Group.
Dato’ Larry Gan Nyap Liou (“Dato’ Larry”), is a trained chartered accountant and a certified management consultant. He spent 26 years with Accenture, the world’s leading consulting firm. He was the Managing Partner for Accenture Asia, and between 1999 to 2003 he managed the firm’s multibillion dollar Venture Fund in Asia Pacific and concluded investments in China, Japan, Australia and Singapore. He held many global leadership roles, consulted on strategic projects for multinational corporations and worked with innovative technologies around the world. He served as Chairman of the Association in Computer Industry Malaysia (“PIKOM”), Vice-President of the Association of Asian Oceania Computer Industry Organization, and a Member of the Minister of Science & Technology Think Tank, Copyright Tribunal, Labuan International Financial Exchange Committee, MIMOS Berhad (Government Technology Research) and the Malaysia US Business Council. Presently, he is the Chairman of Rev Asia Berhad and Board Member of the Minority Shareholder Watchdog Group and the British Malaysian Chamber of Commerce. He was formerly the chairman of Cuscapi Berhad, Diversified Gateway Solutions Berhad, as well as a director of Amcorp Properties Berhad, Formis Resources Berhad, Tien Wah Press Holdings Berhad, and ASX-listed iProperty Group Ltd (ASX: IPP).
Item 8 - Resolution to authorize the Board of Directors to make minor adjustments to the resolutions adopted at the meeting
The Board of Directors proposes that the meeting authorises the Board of Directors, the CEO or the person otherwise appointed by the Board of Directors to make such minor adjustments and clarifications to the resolutions adopted at the meeting as are necessary for the registration of the resolutions.
OTHER
Documents and information
The notice and proxy forms will be made available to shareholders at the Company's offices two weeks prior to the meeting and will be sent free of charge to shareholders who request them and provide their postal address. The documents will also be published on the Company's website, www.RightBridge.se, no later than the same day.
Shareholders have the right, pursuant to Chapter 7, Section 32 of the Companies Act, to request information from the Board of Directors and the Managing Director regarding circumstances that may affect the assessment of an item on the agenda or of the Company's financial situation. The Board of Directors and the Managing Director shall disclose such information if the Board of Directors considers that this can be done without material harm to the Company.
Processing of personal data
The personal data collected from the share register kept by Euroclear Sweden AB, the notifications received, postal voting forms and information on proxies and assistants will be used for registration, the preparation of the voting list for the meeting and, where applicable, the minutes of the meeting. For further information on how your personal data is processed, see https://www.euroclear.com/dam/ESw/Legal/Privacy-notice-bolagsstammor-engelska.pdf
Number of shares and votes
At the time of publication of this notice, the total number of shares and votes in the Company amounts to 162,116,245.
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Stockholm in September 2023
RightBridge Ventures Group AB
Board of Directors
