Notice to attend extraordinary general meeting in Pagero Group AB (publ)
The shareholders in Pagero Group AB (publ), 559189-9173, are hereby summoned to an extraordinary general meeting on Monday 18 March 2024, at 17.00 at the company’s office, Västra Hamngatan 1 in Gothenburg, Sweden.
The extraordinary general meeting has been convened following a request from the shareholder Thomson Reuters Finance S.A. ("Thomson Reuters") to determine the number of directors of the Board of Directors, resolve on remuneration to the Board of Directors and to elect new members of the Board of Directors and a new chairman of the Board of Directors.
Entitled to participate in the meeting has a person who:
- is recorded in the register of shareholders maintained by Euroclear Sweden AB on Friday 8 March 2024,
- notified the company of its intention to attend the meeting by e-mail to [email protected] or by phone to +46 (0) 10 457 69 20 no later than Tuesday 12 March 2024.
Shareholders may be accompanied by one or two advisors, subject to that the shareholder has notified this no later than Tuesday 12 March 2024.
To be entitled to attend the extraordinary general meeting, shareholders whose shares are nominee-registered must, in addition to giving notice of attendance to the company, register such shares in their own names so that the shareholder is recorded in the share register as of 8 March 2024. Such registration may be temporary (so called voting right registration) and request for such registration shall be made to the nominee in accordance with the nominee's routines in such time in advance as decided by the nominee. Voting rights registrations effected no later than the second banking day after 8 March 2024 will be considered in the preparation of the share register.
Proxies
Shareholders who are represented by proxy must authorize such proxy by issuing a signed and dated power of attorney. If such power of attorney is issued by a legal entity, a certified copy of the certificate of registration or, if such certificate does not exist, a corresponding document evidencing the authority to issue the power of attorney shall be attached to a power of attorney. A copy of the power of attorney and any certificate of registration shall be sent to the company at the above address well in advance of the meeting. The original power of attorney shall be presented at the meeting. A form of a power of attorney can be found at the company’s website, www.pagero.com.
Processing of personal data
For information regarding Pagero’s processing of personal data in connection with the extraordinary general meeting, see the integrity policy at the company’s web page, www.pagero.com.
Proposed agenda
- Opening of the meeting
- Election of chairman of the meeting
- Preparation and approval of the voting register
- Election of one or two persons to attest the minutes
- Determination of whether the meeting has been duly convened
- Approval of the agenda
- Resolution on number of directors of the Board of Directors
- Resolution on remuneration to the Board of Directors
- Election of members of the Board of Directors and chairman of the Board of Directors
- Conclusion of the meeting
Proposals
Item 7–9 Resolution on number of directors of the Board of Directors, resolution on remuneration to the Board of Directors and election of members of the Board of Directors and chairman of the Board of Directors
The company has been informed that Thomson Reuters will present its proposals for resolutions at the latest at the extraordinary general meeting.
DOCUMENTS FOR THE MEETING
A proxy form and other documents, according to the Swedish Companies Act, will be made available at the company, at the above address, at least such time prior to the meeting as is stipulated by law. Copies of these documents will be sent to shareholders upon request.
The shareholders are reminded of their right to receive information from the Board of Directors and the managing director at the extraordinary general meeting in accordance with Chapter 7 Section 32 of the Swedish Companies Act.
MISCELLANEOUS
The CEO or the person appointed by the CEO shall be authorised to make the minor adjustments in the above resolutions that may be required in connection with registration at the Swedish Companies Registration Office.
Gothenburg in February 2024
The Board of Directors