Notice of Extraordinary General Meeting of Veg of Lund AB (publ) for the election of new Board members
The shareholders of Veg of Lund AB (publ), reg. no 559054-4655, are convened to an Extraordinary General Meeting on Tuesday 18 January 2022 at 3:00 p.m. CET at the company’s premises at Stortorget 11 in Malmö, Sweden. Voting registration will begin at 2.30 p.m. CET. The venue for the meeting will be adapted to the current restrictions applicable to Covid-19. However, the Board of Directors urges caution and, if symptoms arise, to vote by proxy or to refrain from attending.
Right to participate
Shareholders wishing to attend the Extraordinary General Meeting must be registered in the share register maintained by Euroclear Sweden AB on 10 January 2022, and must notify the company of their intention to attend by no later than 12 January 2022, by post to Veg of Lund, “Extraordinary General Meeting”, c/o Fredersen Advokatbyrå, Turning Torso, SE-211 15 Malmö, Sweden, or by e-mail to vegoflund@fredersen.se. The notification must state the name of the shareholder, personal or organisational number, address, telephone number, shareholding, details of any assistants (maximum of two) and, where applicable, details of a proxy or representative.
Shares registered in the name of a nominee
In order to be entitled to participate in the meeting, shareholders whose shares are registered in a nominee register must temporarily re-register their shares in their own name. Re-registration is requested from the nominee and must be effected at Euroclear Sweden AB by 12 January 2022. Shareholders who wish to re-register must notify their nominee well in advance of this date.
Proxy
Shareholders who intend to attend by proxy must issue a dated written proxy. If the proxy is issued by a legal entity, a certified copy of the registration certificate or equivalent of the legal entity must be attached. The validity of a proxy may be specified for a maximum of five years from the date of issue. The original proxy and any certificate of registration should be sent to the Company at the above address in good time before the Extraordinary General Meeting. The company will provide a proxy form upon request and this is also available on the company's website, ir.vegoflund.se.
Agenda proposal
- Opening of the meeting
- Election of the Chairman of the Meeting
- Establishment and approval of the voting list
- Approval of the agenda
- Election of one or two tellers
- Verification that the meeting has been duly convened
- Election of new members of the Board of Directors
- Election of the Chairman of the Board
- Closing of the meeting
Proposal for a decision
Election of the Chairman of the Extraordinary General Meeting (item 2)
The Board of Directors of the Company has proposed that Mr. Filip Funk, attorney at law of Fredersen Advokatbyrå, or the person appointed by the Board of Directors in case of his incapacity, be appointed as Chairman of the Extraordinary General Meeting of Shareholders.
Election of new members of the Board of Directors and election of the Chairman of the Board of Directors (items 7–8)
At the Annual General Meeting on 12 May 2021, it was resolved that the Board of Directors shall consist of six members. Board member Thomas Olander resigned in August 2021. The Nomination Committee has been informed that the Chairman of the Board, Torbjörn Clementz, has made his seat available and will resign as a Board member at his own request in connection with this new election. Against this background, the Nomination Committee has agreed on the following proposal regarding the composition of the Board of Directors for the period until the next Annual General Meeting. Torbjörn Clementz has not participated in the Nomination Committee’s preparation of the proposals under items 7 and 8 below.
The Nomination Committee proposes:
that the Board of Directors for the period until the end of the next Annual General Meeting shall consist of the members Anders Hättmark, Eva Tornberg, Linda Neckmar, Roger Johansson, Magnus Nordin and Håkan K Pålsson. The proposal therefore entails that Magnus Nordin and Håkan K Pålsson are elected as new members of the Board and that Anders Hättmark, Eva Tornberg, Linda Neckmar and Roger Johansson remain as members of the Board.
that Håkan K Pålsson be elected Chairman of the Board.
Information on Board members proposed for election
Håkan K Pålsson (born 1967) has a long track record of corporate management and board work with nearly 30 years of experience in organisational and business development, strategic planning, finance and leadership. He has been involved in building several companies from start-up to achieving great success in a short period of time. One example is the food company First Class Brands of Sweden, which has grown rapidly and with stable profitability during the period 2013–2021. As a consultant and in operational roles, he has started and been involved in building businesses in several industries including fast moving consumer products, FCMG. Håkan K Pålsson is currently Chairman of the Board of Cargo Modul Trading AB and Qvesarum AB. Håkan K Pålsson has studied economics, political science and psychology at Lund University. Håkan K Pålsson contributes to Veg of Lund with his expertise mainly in organisational and business development as well as consumer and market knowledge. He will support Veg of Lund’s acting CEO during a transitional period.
Independent in relation to the company, the management and in relation to major shareholders in the company. Holds no shares in the company.
Magnus Nordin (born 1956) has a long and solid experience from the international food industry and Fast Moving Consumer Goods (FMCG), including from Nestlé Sweden where he was CEO and Sales Director 2007–2019. He has worked for many years in product development and marketing for brands such as Findus, Nescafé and Buitoni, both at Nestlé’s headquarters in Switzerland and in his role as Nordic Marketing Director and CEO of Nestlé Finland and Nestlé Sweden respectively. Magnus Nordin was Marketing Advisor from 1999–2001, responsible for concept, product development and strengthening Nestlé’s market position in dry culinary products and cold sauces. He has a degree in economics from Swedish Marketing Federation and several training courses within Nestlé. Magnus Nordin contributes to Veg of Lund with his expertise mainly in strategic planning, prioritization and execution with a focus on profitable growth.
Independent in relation to the company, the management and in relation to major shareholders in the company. Holds no shares in the company.
Newly elected Board members and outgoing Board members receive fees for their work as Board members in accordance with the level of fees decided by the 2021 Annual General Meeting, proportionally to the length of the mandate and proportionally to the shortened length of the mandate, respectively.
Number of shares and votes
At the time of issuance of the Notice of Meeting, there are a total of 12,224,336 shares in the Company, representing a total of 12,224,336 votes.
Other
Shareholders are reminded of their right to request information pursuant to Chapter 7, Section 32 of the Companies Act.
Processing of personal data
For information on how your personal data is processed, please refer to the privacy policy available at: https://www.euroclear.com/dam/ESw/Legal/Privacy-notice-bolagsstammor-engelska.pdf.
Malmö in December 2021
Veg of Lund AB (publ)
BOARD OF DIRECTORS
For more information, please contact:
Veg of Lund AB
Emma Källqvist (Acting CEO and CFO)
Telephone: +46 721 869 018
E-mail: emma.kallqvist@vegoflund.se
About Veg of Lund
Veg of Lund develops unique plant-based foods meeting consumers’ demands for taste and sustainability. The company has roots in research at Lund University and owns patented methods for developing new food categories in the fast-growing market for plant-based foods. Veg of Lund’s climate-smart and tasty products are sold in Europe and Asia under the DUG® brand. The company’s shares are listed on the Nasdaq First North Growth Market under ticker VOLAB. Read more at ir.vegoflund.se. Eminova Fondkommission AB is the company’s Certified Adviser and can be contacted via telephone: +46 8 684 211 10 or e-mail: adviser@eminova.se.
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