notice of extra general meeting

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The shareholders of Akelius Residential Property AB (publ) are summoned to an extra general meeting,
2021-12-02.

Given continued uncertainty regarding the spread of the Corona virus, the board of directors has resolved that the extra general meeting shall be carried out through postal voting alone, without physical presence of shareholders, representatives and third parties.

right to participate and registration

Shareholders who wish to participate in the meeting via postal voting must be included in the share register kept by Euroclear Sweden AB no later than 2021‑11‑24,
and have notified the Company of their attendance at the meeting by casting their postal vote in accordance with the instructions under the heading “postal voting” below so that it has been received by Euroclear Sweden AB no later than 2021‑12‑01. The exercise of voting rights in accordance with the postal voting procedure will be considered as a notification from the shareholder to attend the meeting.

trustee-registered shares

A person who has registered the shares with a trustee must, in order to be entitled to participate in the meeting,
instruct the trustee to register the shares for voting in his or her own name.
Shareholders who wish for such re-registration must request it from their trustee in good time before 2021‑11‑24. Such registration may be temporary, so-called voting right registration, and may be requested from the trustee in accordance with the trustee’s procedures at a time in advance as determined by the trustee. Voting rights registered not later than the second banking day after 2021‑11‑24 are taken into account in the preparation of the share register.

postal voting

The board has decided that the shareholders may only exercise their voting rights by postal voting pursuant to Section 22 of the Swedish Act on Temporary Exemptions to Facilitate the Execution of General Meetings in Companies and Associations (2020:198).

For postal voting, a special form must be used, which is available on the Company’s website, akelius.se and at the Company’s headquarters, Rosenlundsgatan 50, 100 64 Stockholm. Furthermore, the form will serve as notification of participation in the extra general meeting. A completed and signed form for postal voting should be sent by regular mail to Akelius Residential Property AB, c/o Euroclear Sweden AB, Box 191, SE-101 23 Stockholm, Sweden or by e-mail to GeneralMeetingService@euroclear.com and must be received by Euroclear Sweden AB by 2021‑12‑01 at the latest. Shareholders who are natural persons can also cast their postal vote electronically by verifying their identity using BankID on the website of Euroclear Sweden AB, https://anmalan.vpc.se/euroclearproxy no later than 23:59 on 2021‑12-01. If the shareholder is postal voting through a representative, the power of attorney must be enclosed with the form. A form for power of attorney (proxy) is available on the Company’s website, akelius.se. If the shareholder is a legal entity, proof of registration or other authorization document must be enclosed with the form.

Shareholders are not allowed to include special instructions or conditions in the postal vote. If special instructions or conditions are included, such a postal vote is rendered invalid. Further information and conditions can be found on the postal voting form and on https://anmalan.vpc.se/euroclearproxy.

Votes received later than 2021‑12‑01 will be disregarded.

For questions about the postal voting form, please contact Euroclear Sweden AB: tel. +46 (0)8 402 91 33 on Monday to Friday between 9:00 a.m. - 4:00 p.m.

processing of personal data

Shareholder personal data collected from the share register,
notification of participation at the extra general meeting and data on representatives and assistants will be used for registration,
drawing up of voting register and,
where applicable, minutes of the general meeting.
The personal data is processed in accordance with the General Data Protection Regulation (GDPR).

For additional information on Akelius’ processing of personal data and your rights,
see the Company’s information on processing of shareholder personal data on the Company's website www.akelius.com/shareholder-information/general-meeting.

proposed agenda

  1. opening of the extra general meeting
  2. election of the chairman of the meeting
  3. preparation and approval of the voting register
  4. election of one or two persons to verify the minutes
  5. determination of whether the meeting has been duly convened
  6. approval of the agenda
  7. resolution on extra dividend
  8. resolution on authorisation for the board to issue class A ordinary shares
  9. closing of the extra general meeting

resolution proposals

item 2 – election of the chairman of the meeting

The board proposes that the extra general meeting shall appoint the Company’s General Counsel Jonas Rogberg to be the chairman of the meeting, or if he is unable to attend, any other person proposed by the board.

item 7 – resolution on extra dividend

The board proposes that an extra dividend of EUR 0.26 per class A ordinary share shall be distributed.

In total, the distribution of dividends on class A ordinary shares will be paid in the amount of EUR 829,870,376.

The board proposes that the extra general meeting authorizes the board to determine the record date and payment date for the distribution of dividend on the class A ordinary shares.

According to annual report for the accounting year 2020, the total amount available for distribution was EUR 980,925,754. The annual general meeting resolved, after adopting the annual accounts, on a total distribution to the shareholders of EUR 141,692,842.75, after which an amount of EUR 839,232,911.25 remains of the total distributable amount in accordance with Chapter 17 § 3 first section of the Companies Act.

No extra dividend shall be paid on class D ordinary shares.

It is proposed to authorize the board and the CEO to make such minor adjustments to this resolution that may be necessary in connection with the registration hereof.

item 8 – authorisation for the board to issue class A ordinary shares

The board proposes that the general meeting decides to authorise the board to, at one or more occasions prior to the annual general meeting in 2022, without deviation from the shareholders’ preferential rights, resolve upon new issue of a total of not more than 400,000,000 class A ordinary shares, whereafter the total amount of shares in the company may be up to no more than 3,811,809,140.

It is proposed to authorize the board and the CEO to make such minor adjustments to this resolution that may be necessary in connection with the registration hereof.

other matters

The board's complete proposals for resolutions, the board’s motivated statement according to Chapter 18 § 4 of the Companies Act, the annual report and the auditor’s report for 2020, the board’s and auditor’s statements in relation to Chapter 18 § 6 of the Companies Act and related documents will be available at the Company's office, Rosenlundsgatan 50, 100 64 Stockholm, and at the Company's website at the address www.akelius.com/shareholder-information/general-meeting no later than three weeks before the extra general meeting.
The documents will be sent to shareholders who request it and state their postal address and will also be available at the meeting.
The documents will be submitted to the extra general meeting.

Shareholders have the right to request information regarding, on the one hand, conditions that may affect the assessment of a matter on the agenda
and conditions that may affect the assessment of the Company's financial situation. Such a request must be submitted in writing to the Company at the latest ten (10) days prior to the extra general meeting.
The board and the managing director shall disclose such information if the board considers that it can be done without material damage to the Company.
The disclosure obligation also applies to the Company's relation to other group companies, the consolidated accounts and such circumstances as regards subsidiaries mentioned above.

 

Stockholm in November 2021

Akelius Residential Property AB (publ)

The Board of Directors

In the event of conflict in interpretation or differences between this notice and the Swedish version, the Swedish version shall have priority.

Akelius Residential Property AB’s (publ) D-shares are listed on Nasdaq First North Growth Market Stockholm.
Avanza Bank is the Certified Adviser of the Company,
ca@avanza.se, +46-8-409 421 20.

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