Notice to Extraordinary General Meeting of EAB Group Plc
EAB Group Plc, Company Announcement, 31 May 2018, 1:00 p.m. (EET)
Notice to Extraordinary General Meeting of EAB Group Plc
EAB Group Plc's shareholders are invited to the Extraordinary General Meeting to be held on 25 June 2018 at 14:00 at EAB Group Plc's premises, at Kuuvikatu 3, Helsinki. The reception of participants enrolled to the meeting will begin at 13.30.
ITEMS ON THE AGENDA OF THE EXTRAORDINARY GENERAL MEETING
1. Opening of the meeting
2. Calling the meeting to order
3. Election of persons to scrutinise the minutes and to supervise the counting of votes
4. Recording the legality of the meeting
5. Recording the attendance at the meeting and adoption of the list of votes
6. Withdrawal of the investment firm license
The Board of Directors proposes that the Company will give up the investment firm license and will continue acting as the parent company of the Group. The Board of Directors proposes that it be authorized to take the necessary measures to give up the license. Investment services will continue in the Company's subsidiaries.
EAB Group Plc's shareholders representing over 50% of the voting rights related to the Company's shares, are in favour of the proposal of the Board of Directors.
7. Amendment of the articles of association
The Board of Directors proposes that the articles of association of Elite Asset Management Plc be amended as follows:
Current
3 § Line of Business
The company's line of business is to act as the group parent company and to provide administrative services to group companies and associated companies. The company is engaged in operations referred to under the Finnish Act on Investment Services, in accordance with the operating license granted to it.
Amended
3 § Line of Business
The company's line of business is to act as the group parent company and to provide administrative services to group companies and associated companies.
The Board of Directors proposes that the amendment become valid at the same time with the withdrawal of the investment firm license.
8. Closing of the meeting
ANNUAL GENERAL MEETING DOCUMENTS
The above resolution proposals on the agenda of the Extraordinary General Meeting and this notice to the meeting are available to the shareholders at the latest on 31 May 2018 on EAB Group Plc's website at www.eabgroup.fi and at the company's headquarters at Kluuvikatu 3, 00100 Helsinki. The resolution proposals will also be available at the Extraordinary General Meeting.
The minutes of the Annual General Meeting will be available on the abovementioned website at the latest on 9 July 2018.
INSTRUCTIONS FOR PARTICIPANTS
1. Right to participate and registration
The shareholder who is registered on the record date of the Extraordinary General Meeting on 12 June 2018 in the shareholder register maintained by Euroclear Finland Ltd will be entitled to attend the Extraordinary General Meeting. A shareholder whose shares are registered to his personal Finnish book-entry account are registered in the company's register of shareholders.
A shareholder wishing to attend the Extraordinary General Meeting must register for it at the latest on 15 June 2018 at 10 a.m., by which time the registration must be received by the Company. You can register
- via the Internet at www.eabgroup.fi;
- by telephone: 0201 558 610, Monday-Friday from 9:00 to 16:00; or
- by letter: EAB Group Plc, Annual General Meeting, Kluuvikatu 3, 00100 Helsinki.
The registration information should include the shareholder's name, address, personal ID / business ID and telephone number as well as the name of any proxy representative or agent and the personal ID of the agent. Personal data will only be used when dealing with the Annual General Meeting and related necessary registrations. If necessary, the shareholder or his agent should be able to prove his/her identity at the venue.
2. Proxy representative and proxy documents
A shareholder may participate in the Annual General Meeting and exercise his/her rights at the meeting by way of proxy representation. The proxy representative of a shareholder will have to produce a dated proxy document, or otherwise in a reliable manner demonstrate his/her right to represent the shareholder.
If a shareholder participates in the Annual General Meeting through several proxy representatives who represent the shareholder with shares on different securities accounts, the shares with which each proxy representative represents the shareholder are to be identified in connection with the registration.
Possible proxy documents are requested to be submitted as original documents to EAB Group Plc, Annual General Meeting, Kluuvikatu 3, 00100 Helsinki, before the end of the registration period.
3. Holder of a nominee registered share
The holder of nominee-registered shares is entitled to attend the Annual General Meeting on the basis of the shares entitling him to be registered in the shareholder register maintained by Euroclear Finland Ltd at the GM's record date on 12 June 2018. Participation also requires that the shareholder has been temporarily entered in the shareholder register maintained by Euroclear Finland Ltd on the basis of these shares at the latest by 19 June 2018 at 10:00 am.
For shares registered in the Register, this is considered to be the registration to the Annual General Meeting.
The holder of a nominee-registered share is advised to request in good time from his custodian the necessary instructions to be temporarily entered in the shareholder register as well as regarding the issuing of credentials and the announcement of the attendance at the Annual General Meeting. The account management organisation of the custodian bank shall request a holder of a nominee-registered share who wishes to attend the Annual General Meeting to be temporarily entered into the company's shareholder register by the above date at the latest.
4. Other information
A shareholder who is present at a general meeting has the right to request information with respect to the matters to be handled at the Meeting in accordance with Chapter 5, Section 25 of the Limited-Liability Companies' Act.
At the time of publishing this notice to the Annual General Meeting on 31 May 2018, EAB Group Plc has a total of 7,439,143 Series A-shares, each of which generates twenty (20) votes at the Annual General Meeting, and 5,404,129 Series B-shares, each of which generates one (1) vote at the General Meeting.
Helsinki, 31 May 2018
EAB GROUP PLC
Board of Directors
Further information:
EAB Group Plc
Daniel Pasternack, CEO
+358 50 569 3416
daniel.pasternack@eabgroup.fi
Kari Juurakko, Chairman of the Board
+358 50 582 7411
kari.juurakko@eabgroup.fi
Certified Advisor Merasco Oy
Telephone: +358 9 6129 670
EAB Group Plc is a profitable and growing investment service company offering versatile and high-quality asset management services for both consumer clients and professional investors. EAB Group Plc is listed on the First North Finland market maintained by NASDAQ Helsinki Oy (Helsinki Stock Exchanges). EAB Group Plc is the parent company of EAB Group. The Groups' customer base consists of individuals and corporations that are served nationwide in 17 different offices. The Group employs more than 100 investment professionals, and over 25 tied agents provide its services. On behalf of its clients, the Group manages assets of approximately EUR 3 billion in total. Check out EAB Group's services at www.eabgroup.fi.
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