Notice of Extraordinary General Meeting in Bambuser AB

The shareholders of Bambuser AB (publ), reg. no. 556731-3126, (the "Company") are hereby invited to attend the Extraordinary General Meeting on Thursday, 27 February 2020, at 18.00 CET at the office of Ramberg Advokater at Jakobsbergsgatan 13 in Stockholm. Registration for the meeting starts at 17.30.

Right to participate and registration

Shareholders who wish to attend the meeting shall:

• be entered in the share register kept by Euroclear Sweden AB on Friday, 21 February

2020 and

• give notice of attendance to the Company no later than Friday, 21 February 2020.

Notice of attendance must be submitted in writing to the Company at the address: Bambuser AB, Malmskillnadsgatan 32, 111 51 Stockholm, or via e-mail to notice@bambuser.com. Notice must include name, personal or corporate identity number, number of shares, address, telephone number and number of any assistants.

Shareholders whose shares are registered in the name of a nominee must, in addition to giving notice of attendance in the meeting, temporarily register the shares in their own name in the shareholder register (so-called voting rights registration) in order to participate in the meeting. Such re-registration must be executed by Friday, 21 February 2020, and should be requested from the bank or the nominee well in advance of this date.

Shareholders who participate via proxies or deputies should send authorization documents (power of attorney and/or certificate of registration) to the Company at the above address well in advance before the meeting. Proxy forms are available on the Company's website, www.bambuser.com.

Proposed agenda

1. Opening of the meeting

2. Election of chairman of the meeting

3. Drawing-up and approval of voting list

4. Approval of agenda

5. Election of one or two persons to adjust the minutes of the meeting

6. Resolution as to whether the meeting has been duly convened

7. Decision to amend the Articles of Association

8. Decision on authorization for the Board of Directors to resolve on issue of new shares

9. Closing of the meeting

Proposed resolutions

Item 7 – Amendment of the Articles of Association

The Board of Directors proposes that the meeting resolves that the limits of the Articles of Association for share capital and number of shares shall be changed as follows (where bold text means supplement, and text within [brackets] means deleted text):

Item 8 – Authorization to resolve on issue of new shares

The Board of Directors proposes that the meeting resolves to authorize the Board of Directors to, within the limits of the Articles of Association at any given time, at one or several occasions until the next annual general meeting, to decide on issue of new shares with preferential right for the Company’s shareholders, for cash payment or through set-off. The number of shares that may be issued in accordance with the authorization shall as a maximum amount be the number of shares that correspond to an issue proceed of approximately SEK 100 million (before issue costs). Other terms and conditions for any new share issue(s) shall be determined by the Board of Directors. The CEO, or person designated by the Board of Directors, shall be entitled to make the minor adjustments to the resolution that may be required for the decision to be registered with the Swedish Companies Registration Office (Sv. Bolagsverket). 

Special majority requirements

A decision pursuant to item 7 is valid only if it is supported by shareholders with at least two-thirds of both the votes cast and the shares represented at the meeting.  

Number of shares and votes

At the time of the notice, a total of 67,397,077 shares and votes are issued in the Company.

Documents

The proposals pursuant to items 7-8 of the agenda are complete in this notice. The notice is available at the Company’s website www.bambuser.com and at the Company on Malmskillnadsgatan 32 in Stockholm, and sent to the shareholders who specifically request it and state their postal address.

Information at the meeting

The Board of Directors and the Managing Director shall, 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 matter on the agenda.

_____________________

Stockholm January 2020

Bambuser AB (publ)

The Board

This is a translation of the Swedish original wording. In case of discrepancies, the Swedish version shall prevail.