Published on 18 Jan 2019
CALL FOR EXTRAORDINARY AGM
are hereby summoned to the Extraordinary General Meeting on Tuesday, February 5, 2019, at 2 pm,
in the company's premises at Eriksbergsgatan 10 in Stockholm.
Shareholders wishing to attend the Annual General Meeting shall, i) be included in the share register kept by Euroclear Sweden AB no later than Wednesday, January 30, 2019, and ii) no later than Wednesday, January 30, 2019, register for participation at the General Meeting of the Company by mail to Eriksbergsgatan 10 , 114 30 Stockholm or e-mail to firstname.lastname@example.org. When registering, the name, personal or corporate identity number, e-mail address or telephone number of daytime, number of shares and, if applicable, number of assistants must be stated.
In order to be entitled to attend the General Meeting, shareholders who have registered their shares through a bank or other nominee must temporarily register their shares in their own name with Euroclear Sweden AB. Shareholders who wish for such re-registration must notify their nominee in good time before Wednesday, January 30, 2019, when such re-registration must be effected.
If shareholders intend to be represented by a proxy, such a shareholder is requested to send a proxy and other authorization documents to the company by mail to Eriksbergsgatan 10, 114 30 Stockholm or email to email@example.com. Proxy forms are available on the company's website www.ridercamsystems.com and are sent free of charge to the recipient of the shareholders who so request and state their postal address or e-mail address.
Aktieägare som representerar mer än 50 procent av aktierna i bolaget föreslår att styrelsen för tiden intill slutet av nästa årsstämma ska bestå av fem ordinarie ledamöter utan suppleanter och att Alexander Lindgren utses till ny styrelseledamot. Det noteras att nuvarande styrelseledamöter kvarstår i styrelsen.
Information om föreslagen styrelseledamot finns här
The Board of Directors proposes that the Annual General Meeting resolves on a directed share issue of 4,000,000 shares, which means an increase of the Company's share capital by SEK 4,000,000 and on the following terms and conditions:
The Board of Directors proposes that the Annual General Meeting authorizes the Board, within the framework of the Articles of Association, with or without deviation from the shareholders’ preferential right, on one or more occasions during the period up to the next Annual General Meeting, to decide on the issue of shares and / or warrants and / or convertibles. The issues may be made against cash payment, by deduction, by set-off or otherwise combined with conditions referred to in Chapter 2. Section 5 of the Companies Act.
In the event of deviation from the pre-emptive right, the new shares and the convertibles shall be issued at an amount that connects to the share price (or, in the case of convertibles, with the share price as the starting point for a market valuation) at the time of the completion of the issue, with the deduction of any market discount as the Board of Directors deems necessary. The purpose of the authorization is, in the first instance, to give the Board the opportunity to issue shares as payment for company acquisitions, but also to finance, if necessary, the company or spread the shareholding.
För giltigt beslut av bolagsstämman enligt punkt 9 och 10 i dagordningen fordras att beslutet biträds av aktieägare med minst två tredjedelar av såväl de avgivna rösterna som de vid stämman företrädda aktierna.
The Board’s complete proposal as described above will be available at the company’s offices no later than two weeks before the meeting and sent to the shareholders who have notified that they wish to receive such information from the company. All documents will also be available on the company’s website, www.ridercamsystems.com, from the same date.
Information on the number of shares and votes and on holding of own shares
The total number of shares and votes in the company at the time of issue of this notice was 25,549,456. The company does not hold any own shares.
The Board of Directors and the CEO, if any shareholder requests it and the Board considers that this can be done without material damage to the company, provide information on circumstances that may affect the assessment of a case on the agenda.
Stockholm in January 2019
The board of Ridercam AB (publ)