Brighter has decided to convene Annual General Meeting

The board of directors for Brighter AB (publ) has today resolved to convene an annual general meeting of shareholders to be held on 8 June 2022 according to the below. The notice is expected to be formally issued on 11 May 2022 by being published on Post- och Inrikes Tidningar (The Swedish Official Gazette) and on the company’s website. It will be announced in Svenska Dagbladet that notice has been given. As of the same date it will be possible for the shareholders to give notice of attendance or postal vote according to the below.

The following English translation is an informal translation solely for convenience purposes. In case of inconsistencies between the Swedish and the English text, the Swedish text of the Notice shall prevail.

NOTICE TO ANNUAL GENERAL MEETING IN BRIGHTER AB (publ)

The shareholders of Brighter AB (publ) reg. no 556736-8591, are hereby invited to attend the annual general meeting on Wednesday 8 June 2022 1:00 pm at Brighter’s offices on Borgarfjordsgatan 18 in Kista.

Shareholders who do not wish to attend the Annual General Meeting in person can exercise their voting rights at the Annual General Meeting by postal voting.

THE RIGHT TO ATTEND AND THE REGISTRATION MADE TO THE COMPANY

Those who wish to attend and/or vote at the Annual General Meeting shall

firstly         be recorded in the share register maintained by Euroclear Sweden AB as of Monday 30 May 2022,

secondly      no later than Wednesday 1 June 2022

either notify their intention to attend the Annual General Meeting on the company's website www.brighter.se/agm-2022/ or by post to Brighter AB, “Annual General Meeting”, c/o Euroclear Sweden AB, Box 191, 101 23 Stockholm or by telephone 08-402 91 33 in such a way that the notice is received by the company no later than on Wednesday 1 June 2022 (if by phone no later than 4 pm),

or cast their postal vote in accordance with the instructions under the heading "Postal voting" below.

Nominee-Registered Shares

To participate at the Annual General Meeting, shareholders’ whose shares are registered in the name of a nominee must request to have their shares owner-registered in the share register maintained by Euroclear Sweden AB at latest on Monday 30 May 2022. The request shall be made to the nominee and the registration may be made temporarily. Please note that the nominee decides on the routines for the requests, the requests shall therefore be submitted in due time and in accordance with the nominee’s routines. The share register will be adjusted in accordance with the voting registration procedure above, provided registration by the nominee has been submitted no later than Wednesday 1 June 2022.

Postal voting

Shareholders who do not wish to attend the Annual General Meeting in person may choose to exercise their voting right by voting in advance, by so-called postal voting. For postal voting, a special form must be used. The postal voting form is available on the company's website www.brighter.se/agm-2022/.

Completed and signed postal voting form can be sent by post to Brighter AB, "Annual General Meeting", c/o Euroclear Sweden AB, Box 191, 101 23 Stockholm or by e-mail to GeneralMeetingService@euroclear.com. The completed form must be received by Euroclear Sweden AB no later than Wednesday 1 June 2022. Shareholders can also cast their postal vote electronically no later than Wednesday 1 June 2022 by verifying with BankID on Euroclear Sweden AB's website https://anmalan.vpc.se/EuroclearProxy.

The shareholder may not give instructions other than to mark one of the answer alternatives specified in the form. If the shareholder submits the form with special instructions or conditions, or makes changes or additions to the pre-printed text, the postal vote is invalid. Further instructions and conditions can be found in the postal voting form and at https://anmalan.vpc.se/EuroclearProxy.

Proxies

Shareholders who are represented by a proxy must issue a written dated power of attorney for the proxy. The person representing a legal entity must present a corporate registration certificate (or equivalent authorization document(s)) which shows that the person(s) who signed the power of attorney are authorized signatories for the shareholder.

The shareholder is requested to send the power of attorney and other authorization documents to Brighter AB, “Annual General Meeting”, c/o Euroclear Sweden AB, Box 191, 101 23 Stockholm in connection with the notification to attend.

If the shareholder postal votes by a proxy, a written and dated power of attorney signed by the shareholder must be attached to the postal voting form. If the shareholder is a legal entity, a corporate registration certificate or other authorization document must also be attached to the form.

Proxy forms are available on the company's website www.brighter.se/agm-2022/.

Processing of personal data

Information on the processing of personal data in connection with the Annual General Meeting is available in the privacy policy on Euroclear Sweden AB's website www.euroclear.com/dam/ESw/Legal/Integritetspolicy-bolagsstammor-svenska.pdf.

PROPOSALS FOR AGENDA

1. Election of chair of the general meeting
2. Preparation and approval of the voting lists
3. Approval of the agenda
4. Election of one or two persons to approve the minutes
5. Determination of whether the general meeting has been duly convened
6. Presentation of the annual report and the auditor’s report and the consolidated financial statements and the consolidated auditor’s report
7. Resolutions on:

a) adoption of the income statement and the balance sheet and the consolidated income statement and the consolidated balance sheet,

b) allocation of the company’s profit/loss according to the adopted balance sheet,

c) discharge from liability for the directors and the managing director

8. Resolution on the number of board directors
9. Resolution on the number of auditors
10. Resolution on the fees to the board of directors
11. Resolution on the fees to the auditor
12. Resolution on the board of directors and the chairman of the board
13. Resolution on the auditor
14. Resolution on issue authorisation
15. Closing of the Annual General Meeting

PROPOSALS FOR RESOLUTIONS

Nomination Committee’s proposal

Election of chair of the annual general meeting (item 1), Resolution on the number of board directors (item 8), Resolution on the number of auditors (item 9), Resolution on the fees to the board of directors (item 10), Resolution on the fees to the auditor (item 11), Resolution on the board of directors and the chairman of the board (item 12), Resolution on the auditor (item 13).

The company's Nomination Committee has consisted of Staffan Hægermark, Nino Armoni, Jimmy Tiljander and Christer Trägårdh, Chairman of the Board of Brighter AB. Staffan Hægermark is the chairman of the Nomination Committee.

Prior to the Annual General Meeting of 2022 the Nomination Committee has informed the company’s board that their proposals are as follows.

Election of chair of the general meeting (item 1):

The Nomination Committee proposes that lawyer Mattias Anjou be appointed chair of the Annual General Meeting.

Resolution on the number of board directors (item 8):

The Nomination Committee proposes that the Board shall consist of five ordinary members.

Resolution on the number of auditors (item 9):

The Nomination Committee proposes that a registered auditing company shall be appointed as auditor.

Resolution on the fees to the board of directors (item 10):

The Nomination Committee proposes that each of the board members, who are not employees of the company, shall receive a fee of SEK 300,000 except for the chairman of the board, who shall receive a fee of SEK 500,000.

Resolution on the fees to the auditor (item 11):

The Nomination Committee proposes that fees to the auditor shall be paid in accordance with an approved invoice by the company.

Resolution on the board of directors and the chairman of the board (item 12):

The Nomination Committee proposes that Clas Lindbergson, Åsa Sjöblom Nordgren, Karin O’Connor and Christer Trägårdh be appointed as ordinary board members through re-election and that Johnny Ludvigsson be appointed through new election. The Nomination Committee proposes re-election of Christer Trägårdh as Chairman of the Board.

During the years 1985-1991, Johnny Ludvigsson was Secretary General of the International Society for Pediatric and Adolescent Diabetes, the world organization for childhood and adolescent diabetes. He has received, among other things, the Novo Nordisk Foundation's award for diabetes research in 1998 and the Inaugural ISPAD Prize in 2001 and has been appointed to Honorary Member of EASD, Honorary Member of ISPAD, and an honorary member of the Swedish Diabetology Association. He was named Diabetologist of the Year in 2009, and in 2014 was awarded the Knud Lundbæck Award by the Scandinavian Society for the Study of Diabetes. To date, Johnny Ludvigsson has published more than 500 articles, and every year the Child Diabetes Foundation awards two prizes in Johnny Ludvigsson's name to prominent child diabetes researchers in the Nordic countries and in Sweden.

Resolution on the auditor (item 13):

The Nomination Committee proposes to re-elect the accounting company Öhrlings PricewaterhouseCoopers AB as auditor.

The Board’s Proposal

Allocation of the company’s result according to the adopted balance sheet (item 7b)

The board proposes that no dividend shall be resolved and the disposable funds of SEK 121 465 554 comprising the following (Share premium reserve of 866 017 483 less Profit/Loss carried forward –509 958 894 less Profit/Loss for the year of –234 593 035) shall be carried forward to a new account.

Resolution on issue authorisation (item 14):

The board of directors propose that the annual general meeting resolves to authorise the board to, on one or more occasions until the next annual general meeting, with or without regard of shareholders’ pre-emption rights, and within the limits set out in the articles of association regarding share capital and number of shares, to resolve on issuance of shares, warrants and/or convertibles. The resolution may contain provisions that issuance of shares, warrants or convertibles shall be paid for with non-cash consideration, set-off issuance or in other ways subscribed in accordance with the conditions in chapter 13 section 5 first paragraph 6, chapter 15, section 5 first paragraph 6 or chapter 15, section 5 first paragraph 4 of the Swedish Companies Act.

Furthermore, the Board of Directors proposes that the CEO, or the person appointed by the CEO, shall have the right to make any adjustments to the resolution that may be required upon registration with the Swedish Companies Registration Office.

DOCUMENTS

Accounting documents and audit report for 2021 will be available at the company and at the company’s website, www.brighter.se/agm-2022/, no later than three weeks before the Annual General Meeting and other documentation from no later than two weeks before the Annual General Meeting. The documents are sent immediately and free of charge to the recipient to the shareholders who request it and state their postal address. Such a request must be submitted in writing to the address Brighter AB (publ), Borgarfjordsgatan 18, 164 40 Kista or by e-mail to ir@brighter.se.

SHAREHOLDERS’ RIGHT TO REQUEST INFORMATION

Upon request by any shareholder and where the board of directors believes that such may take place without significant harm to the company, the board of directors and managing director shall provide information at the general meeting in respect to any circumstances which may affect the assessment of a matter on the agenda, any circumstances which may affect the assessment of the company’s or the company’s subsidiaries’ financial position, consolidated financial statements and the company’s relationship to another group company.

____________

Stockholm in May 2022

Brighter AB (publ)

The Board of Directors

For further information, please contact:
Investor Relations
ir@brighter.se

Certified Adviser
Brighter’s Certified Adviser är Mangold Fondkommission AB,
+46 8 5277 5020, ca@mangold.se, www.mangold.se.

About Brighter AB (publ)
Brighter is a health-tech company from Sweden with a vision of a world where managing chronic diseases is no longer a struggle. We believe a data-centric approach is a key to providing smarter care for chronic conditions. Our daily-care solutions are designed with a vision to facilitate the flow of real-life treatment data between chronic-disease patients, their loved ones, and their care providers – aiming to improve quality of life, easing the burden on healthcare systems, and opening new opportunities for data-driven research. Brighter's quality management system is ISO-13485 certified. In 2019 the company won the Swecare Rising Stars Award. The Company's shares are listed on Nasdaq First North Growth Market/BRIG.

For more information, please visit our website at https://brighter.se/.