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The shareholders of Anoto Group AB (publ) (the “Company”) are hereby invited to attend the Annual General Meeting (the “AGM”) to be held on Friday 27 June 2025 at 10 a.m. at the premises of Setterwalls Advokatbyrå, Sturegatan 10 in Stockholm, Sweden.
Notification of participation
Shareholders wishing to attend the AGM must
be entered as shareholders in the share register maintained by Euroclear Sweden AB no later than on Wednesday 18 June 2025,
notify the Company of their intention to participate no later than on Monday 23 June 2025.
Attendance is to be notified by e-mail to AGM@anoto.com. The notification should state name, social security number/corporate identification number and registered number of shares. To facilitate admittance to the AGM, proxies, registration certificates and other authorisation documents should be submitted to the Company by email to AGM@anoto.com no later than on Monday 23 June 2025 to facilitate entry to the meeting. The Company provides proxy forms on the Company’s web page www.anoto.com.
To be entitled to participate in the AGM, shareholders whose shares are held in the name of a nominee must, in addition to providing notification of their participation in the AGM, re-register the shares in their own name so that the shareholders are registered in the share register on the record date on Wednesday 18 June 2025. This re-registration may be temporary (so-called “voting right registration”) and is carried out through the nominee according to their procedures at a time predetermined by the nominee. Voting rights registration that has been completed by the nominee no later than Monday 23 June 2025, are considered when preparing the share register.
Proxies
If shareholders wish to attend the AGM through a proxy, a written and dated power of attorney signed by the shareholder must be enclosed with the notification. The power of attorney form is available on the Company’s website www.anoto.com. If the shareholder is a legal entity, a registration certification or an equivalent authorisation document must be enclosed along with the notification.
Proposed agenda
Election of Chairman
Preparation and approval of voting list
Approval of the agenda
Election of one or two persons to verify the minutes
Determination of whether the Meeting has been duly convened
Presentation of the Annual Report and the Auditor’s Report and the consolidated Annual Report and consolidated Auditor’s Report
Resolution on
adoption of the Income Statement and the Balance Sheet, and the consolidated Income Statement and consolidated Balance Sheet
appropriation of the Company’s profit or loss pursuant to the adopted Balance Sheet
discharge for liability of the Board members and the Chief Executive Officer
Determination of the number of Board members and auditors
Determination of remuneration for the Board members and the auditors
Election of Board members, Chairman of the Board of Directors and auditor
Resolution on adoption of guidelines for remuneration to senior executives
Resolution on approval of the remuneration report
Resolution on a long-term incentive program (LTIP 2025) for the management team and other key employees
Resolution to authorise the Board of Directors to resolve on directed issue of Series C shares
Resolution to authorise the Board of Directors to resolve on repurchase of Series C shares and transfer of ordinary shares to participants under incentive programs and to secure payment of social security charges
Share swap agreement with external party to hedge LTIP 2025
Resolution to authorise the Board of Directors to issue new ordinary shares, warrants and/or convertible bonds
Closing of the Meeting
