Notice to Attend the Extraordinary General Meeting in Smart Eye Aktiebolag (Publ)
GÖTEBORG, SE / ACCESSWIRE / December 07, 2022 / Smart Eye (STO:SEYE) (OTC PINK:SMTEF) (FRA:SE9) The shareholders in Smart Eye Aktiebolag (publ), reg. no. 556575-8371 (the "Company" or "Smart Eye"), with its registered office in Gothenburg, are hereby invited to the extraordinary general meeting on Friday 30 December 2022.
NOTIFICATION, ADVANCE VOTING, ETC.
Information regarding advance voting
Smart Eye's extraordinary general meeting will be carried out through mandatory advance voting, so-called postal voting in accordance with the Act (2022:121) on temporary exceptions to facilitate the execution of general meetings in companies and other associations. No extraordinary general meeting with the possibility to attend in person or through a proxy will take place. Smart Eye welcomes all shareholders to exercise their voting rights at the extraordinary general meeting through advance voting as described below. Information on the resolutions passed at the extraordinary general meeting will be published on the same day as soon as the result of the advance voting has been finally confirmed.
Notification for advance voting etc.
Shareholders who wish to participate through advance voting at the extraordinary general meeting shall:
firstly, be recorded in the share register maintained by Euroclear Sweden AB relating to the circumstances on Wednesday 21 December 2022 (for nominee-registered shares, also see "Nominee-registered shares" below),
secondly, submit their advance vote in accordance with the instructions under "Advance voting" below no later than on Thursday 29 December 2022.
Information delivered upon notice to attend will be processed and used only for the extraordinary general meeting. See below for further information on processing of personal data.
Nominee-registered shares
To be entitled to participate in the extraordinary general meeting, a shareholder whose shares are held in the name of a nominee must, in addition to submitting their advance vote, register its shares in its own name so that the shareholder is recorded in the share register relating to the circumstances on Wednesday 21 December 2022. Such registration may be temporary (so-called voting right registration) and is requested from the nominee in accordance with the nominee's procedures and in such time in advance as the nominee determines. Voting rights registration completed by the nominee no later than Friday 23 December 2022 are taken into account when preparing the register of shareholders.
Advance voting
The shareholders may exercise their voting rights at the extraordinary general meeting only by voting in advance in accordance with Section 22 of the Act (2022:121) on temporary exceptions to facilitate the execution of general meetings in companies and other associations.
A special form shall be used for advance voting. The form is available on www.smarteye.se. The advance voting form is considered as the notification of attendance to the extraordinary general meeting. The completed voting form must be submitted to Smart Eye no later than Thursday 29 December 2022.
The completed and signed form shall be sent to Smart Eye Aktiebolag (publ), Attn. Martin Bjuve, Första Långgatan 28 B, SE-413 27 Gothenburg, Sweden. A completed form may also be submitted by e-mail and is to be sent to extrastamma@smarteye.se. If the shareholder is a legal entity, a certificate of incorporation or a corresponding document shall be enclosed to the form. If the shareholder votes in advance by proxy, a power of attorney shall be enclosed to the form. The shareholder may not provide special instructions or conditions in the voting form. If so, the vote (i.e. the advance vote in its entirety) is invalid. Proxy forms for shareholders who wish to vote by mail through proxies will be available on the Company's website.
Further instructions and conditions are included in the form for advance voting.
PROPOSED AGENDA
Election of Chairman at the meeting.
Election of one or two persons to approve the minutes.
Preparation and approval of the voting list.
Approval of the agenda.
Determination as to whether the meeting has been duly convened.
Resolution to authorise the Board of Directors to resolve on new share issues.
THE BOARD OF DIRECTORS' PROPOSALS UNDER ITEMS 1, 2, 3 AND 6
Item 1 - Election of Chairman at the meeting
The Board of Directors proposes that Anders Jöfelt is appointed Chairman at the extraordinary general meeting.
Item 2 - Election of one or two persons to approve the minutes
The Board of Directors proposes that Anders Strid, attorney at Advokatfirman Vinge, be elected to approve the minutes of the extraordinary general meeting together with the Chairman.
Item 3- Preparation and approval of the voting list
The voting list proposed to be approved is the voting list prepared by Smart Eye, based on the shareholders' register for the general meeting and the advance votes received, and as verified by the person elected to approve the minutes.
Item 6 - Resolution to authorise the Board of Directors to resolve on new share issues
The Board of Directors proposes that the general meeting resolves to authorise the Board of Directors, within the current articles of association, for the period until the end of the next annual general meeting, resolve on new share issue without deviation from the shareholders' preferential rights.
The purpose of the authorisation is for the Company to be able to implement the rights issue announced by the Company on 5 December 2022. The subscription price shall be determined on market terms and conditions with customary issue discount.
The Board of Directors, or any person appointed by the Board of Directors, shall have the right to make any adjustments or amendments of the above resolution which may be required in connection with the registration of such resolution and to take any other measure deemed necessary for the execution of the resolution.
MISCELLANEOUS
Number of shares and votes
The number of shares and votes in Smart Eye amounts to 22,232,951 per the day for the issuance of this notice. The Company does not hold any treasury shares.
Documents
The notice, advance voting form and proxy form will be available two weeks prior to the EGM on the Company's website, www.smarteye.se, at the Company's premises with address Smart Eye Aktiebolag (publ), Första Långgatan 28 B, SE-413 27 Gothenburg, Sweden and will be sent at no cost to those shareholders who so request and state their postal address or e-mail address. The Board of Director's proposal in accordance with item 6 is fully formulated in the convening notice.
Information before the extraordinary general meeting
The Board of Directors and the CEO shall, if requested by a shareholder, and if the Board of Directors' believes that it can be done without material harm to the Company, provide information regarding circumstances that may affect the assessment of a matter on the agenda. A request for such information shall be made in writing to Smart Eye Aktiebolag (publ), Attn. Martin Bjuve, Första Långgatan 28 B, SE-413 27 Gothenburg, Sweden, or via e-mail to extrastamma@smarteye.se, no later than on Tuesday 20 December 2022. The information will be made available at the Company's premises and on www.smarteye.se on Sunday 25 December 2022 at the latest. The information will also be sent, within the same period of time, to the shareholder who has requested it and stated its address.
Processing of personal data
For information about how your personal data is processed, it is referred to the privacy notice available at Euroclear's webpage: https://www.euroclear.com/dam/ESw/Legal/Privacy-notice-bolagsstammor-engelska.pdf.
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Gothenburg in December 2022
Smart Eye Aktiebolag (publ)
The Board of Directors
Attachments
Notice to attend the Extraordinary General Meeting in Smart Eye Aktiebolag (Publ)
SOURCE: Smart Eye
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