The shareholders of IRRAS AB (publ), org.nr 556872-7134 (”the Company”), are hereby invited to the Extraordinary General Meeting to be held on Thursday 15 July 2021. Due to the spread of the COVID-19, the Board of Directors has resolved that the Extraordinary General Meeting should be conducted without the psysical presence of shareholders, representatives or third parties and that the shareholders before the General Meeting should be able to exercise their voting right only by absentee ballot.
Notice of Attendance
A shareholder who would like to participate in the General Meeting shall:
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be entered in the register of shareholders maintained by Euroclear Sweden AB by the record date Wednesday 7 July 2021; and
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announce their intention to attend the General Meeting, by having submitted an absentee ballot in accordance with the instructions under the heading ”Absentee Ballot” below such that the Company has received the advance vote no later than Wednesday 14 July 2021.
In order to be entitled to participate in the General Meeting, a shareholder who has registered their shares in the name of a nominee, in addition to announcing their intention to participate by submit its absentee ballot, must temporarily request that their shares be registered in their own name so the shareholder is entered into the register of shareholders by 7 July 2021.This registration may be temporary (so-called voting right registration) and is requested with the nominee in accordance with the nominee’s procedures and in advace as determined by the nominee. Voting right registrations completed no later than the 9 July 2021, will be considered when preparing the shareholder register.
Absentee Ballot
Shareholders may exercise their voting right at the General Meeting only by voting in advance, a so-called absentee ballot pursuant to section 22 of the Temporary Exemptions to Facilitate the Execution of General Meeting in Companies and Associations Act (2020:198).
A special form must be used for the absentee ballot. This is available on the Company’s website www.irras.com. Terms and conditions for the absentee ballot are included in the form. The completed and signed form for the absentee ballot must be sent by mail to IRRAS AB (publ), Attn: CFO, P.O Box 160, 101 23 Stockholm or by e-mail to EGM@irras.com no later than 14 July 2021. The Shareholder may not add special instructions or conditions to the absentee ballot. If this occurs the vote (i.e. the absentee ballot in its entirety) will be invalid. If the shareholder submits an absentee ballot via proxy, the power of attorney must be attached to the form. The proxy form is available on the Company’s website, www.irras.com. If the shareholder is a legal person, the certificate of registration or other authorization document must be attached to the form.
Matters to be dealt with at the Meeting and proposed agenda
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Election of Chairman of the Meeting
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Election of at least one person to certify the minutes
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Preparation and approval of the voting list
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Approval of the agenda
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Establishment of whether the Meeting has been duly convened
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Resolution in respect of authorization for the the Board of Directors to resolve on the issue of participating debentures
Proposals
Resolution in respect of authorization for the the Board of Directors to resolve on the issue of participating debentures (item 6)
The Board of Directors proposes that the General Meeting authorizes the Board of Directors to, on one or more occasions, during the period up to the next Annual General Meeting, resolve on entry into a credit facility with the European Investment Bank (EIB), where the interest rate or the amount to be repaid is raised should the result of the Company or dividend paid to shareholders of the Company, if any, increase.
The shareholders’ right to submit questions
The Board of Directors and the CEO shall, if any shareholder so requests and the Board of Directors believes that it may be done without significantly harming the Company, provide information regarding circumstances that may affect the assessment of an item on the agenda. A request for such information shall be made in writing to the Company via mail to IRRAS AB (publ), Attn: CFO, Box 160, 101 23 Stockholm or by e-mail to EGM@irras.com, no later than 5 July 2021. The information shall be available on the Company’s website www.irras.com and on the Company’s head office as stated above no later than 10 July 2021.
Other information
As per the date of this notice, the total number of shares and votes in the Company amounts to 79,481,340. The Company holds no shares in the Company. For information about how your personal data will be processed, see
https://www.euroclear.com/dam/ESw/Legal/Privacy-notice-bolagsstammor-engelska.pdf.
Documents
The proxy form and other documents in accordance with the Swedish Companies Act will be available at the Company’s office at the address set out above and will be sent free of charge to shareholders who so request and provide their postal address or e-mail address. The documents will also be available at the Company’s website, www.irras.com.
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Stockholm June 2021
The Board of Directors
For more information, please contact:
Sten Gustafsson
IR
sten.gustafsson@irras.com
+46 102 11 5172
The information was released for public disclosure, through the agency of the contact person above, on June 23, 2021 at 17:00 (CET).
NOTICE TO ATTEND THE EXTRAORDINARY GENERAL MEETING OF IRRAS AB (PUBL)
