Notice to attend the annual general meeting in GET Group AB (publ)
The shareholders in GET Group AB (publ), Reg. Nr. 556994-2930, (the “Company”), with its registered office
in Gothenburg, are hereby invited to the annual general meeting on Thursday 30 June 2022.
INFORMATION REGARDING ADVANCE VOTING
The annual general meeting shall be held through mandatory advance voting (postal voting) in accordance with
the Act (2022:121) on temporary exemptions to facilitate the execution of general meetings in companies and
other associations. No opportunity to attend in person or by proxy will take place at the annual general
meeting. Information about the resolutions adopted at the annual general meeting will be published on the
same day as the annual general meeting as soon as the outcome of the vote is finally compiled.
NOTIFICATON OF ADVANCE VOTING ETC.
Notification
Shareholders who wish to participate at the annual general meeting through advance voting shall:
be entered in the share register maintained by Euroclear Sweden AB relating to the circumstances on
Tuesday 21 June 2022 (for nominee-registered shares, see also "Nominee registered shares" below),
and
give notice of their intention to participate in the annual general meeting by submitting its advance
votes in accordance with the instructions under ”Advance voting” below, so that the advance voting
form is received by the Company no later than Wednesday 29 June 2022.
Information submitted in the advance voting form will be processed and used only for the annual general
meeting. See below for further information on processing of personal data.
Nominee-registered shares
To be entitled to participate in the annual general meeting, a shareholder whose shares are held in the name of
a nominee must, in addition to submitting their advance vote, register its shares in its own name so that the
shareholder is recorded in the share register relating to the circumstances on Tuesday 21 June 2022. Such
registration may be temporary (so-called voting right registration) and is requested from the nominee in
accordance with the nominee’s procedures and in such time in advance as the nominee determines. Voting
rights registration completed by the nominee no later than Thursday 23 June 2022 are taken into account when
preparing the register of shareholders.
Advance voting
Shareholders may exercise their voting rights at the annual general meeting only by voting in advance, so-
called postal voting pursuant to Section 22 of the Act (2022:121) on temporary exemptions to facilitate the
execution of general meetings in companies and other associations.
A special form shall be used for advance voting. The form is available on www.getgroup.se. The advance voting
form is considered as the notification of attendance to the annual general meeting. Forms for shareholders
who wish to vote in advance by proxy will be available on the Company’s website.
The completed voting form must be received by the Company no later than on Wednesday 29 June 2022. The
completed and signed form shall be sent to: GET Group AB (publ), c/o Mcon AB, Södra Larmgatan 4, SE-411 16
Gothenburg, Sweden. A completed form may also be submitted by e-mail and is to be sent to ir@getgroup.se.
If the shareholder is a legal entity, a certificate of incorporation or a corresponding document shall be enclosed
with, or attached to, the form. The same applies if the shareholder votes in advance by proxy. The shareholder
may not provide special instructions or conditions in the voting form. If so, the vote (i.e. the advance vote in its
entirety) is invalid.
Further instructions and conditions are included in the form for advance voting.
Proposed agenda:
1. Election of a chairman at the meeting
2. Election of one or two persons to approve the minutes of the meeting
3. Preparation and approval of the voting list
4. Approval of the agenda
5. Determination as to whether the meeting has been duly convened
6. Submission of the annual report and the auditors’ report and the consolidated financial statements and
the auditors’ report for the group.
7. Resolution regarding
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 profits or losses in accordance with the adopted balance sheet,
c. discharge of the members of the board of directors and the CEO from liability.
I. Steven Royce, chairman of the board of directors
II. Reidar Michaelsen, chairman of the board of directors
III. Nicolas Brun-lie, board member
IV. Lars Beitnes, CEO
V. Morten Revill, chairman of the board of directors and CEO (withdrawal 2021-07-16)
VI. Bjarne Eggesbö, board member and CEO (withdrawal 2021-07-16)
VII. Roar Sandvik, board member (withdrawal 2021-05-07)
VIII. Morten Hansson, board member and CEO (withdrawal 2021-05-07)
IX. Stein Bemer, chairman of the board of directors (withdrawal 2021-04-06)
8. Determination of the number of board members and deputy board members and auditors and deputy
auditors.
9. Determination of remuneration to the board of directors and auditor
a. Remuneration to the board of directors
b. Remuneration to the auditor
10. Election of board members and auditor
Election of board members:
a. Bruno Soutinho
b. Christian Börner
c. Ole Dalan
Election of chairman of the board of directors:
a. Bruno Soutinho
Election of auditor:
a. KPMG AB
11. Resolution to authorise the board of directors to resolve on new issues of shares, warrants and/or
convertibles
Proposals
Election of a chairman at the meeting (item 1)
The board of directors proposes that Anders Strid, lawyer at Advokatfirman Vinge, or, if he has an impediment
to attend, the person proposed by the board of directors, is appointed chairman of the annual general meeting.
Election of one or two persons to approve the minutes of the meeting (item 2)
The board of directors proposes that Oscar Lunde from Advokatfirman Vinge, or, if he has an impediment to
attend, the person or persons proposed by the board of directors, is/are appointed to approve the minutes
together with the chairman. The assignment to approve the minutes at the annual general meeting also
includes verifying the voting list and that the received advance votes are correctly presented in the minutes.
Preparation and approval of the voting list (item 3)
The voting list proposed to be approved is the voting list prepared by the Company, based on the shareholders’
register for the general meeting and the advance votes received, and verified by the persons elected to
approve the minutes.
Resolution regarding allocation of the company’s profits or losses in accordance with the adopted balance
sheet (item 7b)
The board of directors proposes that the funds at the annual general meetings’ disposal shall be carried
forward, and, thus, that no dividend shall be paid.
Determination of the number of board members and deputy board members and auditors and deputy
auditors (item 8)
It is proposed that the board of directors shall consist of three (3) members without any deputy members.
Further, it is proposed that one (1) auditor with no deputy auditors shall be appointed.
Determination of remuneration to the board of directors and auditor (item 9)
It is proposed that, in accordance with the previous resolution, that no remuneration shall be disbursed to the
board of directors.
It is proposed that the remuneration to the auditor shall be paid in accordance with approved statement of
costs.
Election of board members and auditor (item 10)
It is proposed election of the board members Bruno Soutinho, Christian Börner and Ole Dalan. Further, it is
proposed election of Bruno Soutinho as chairman of the board of directors. All elections for the period until the
end of the next annual general meeting.
It is proposed that, for the period until the end of the next annual general meeting, the registered accounting
firm KPMG AB be elected as auditor. In the event that KPMG AB is elected, it is noted that KPMG AB has
informed that public accountant Lars-Ola Jäxvik will be appointed as auditor in charge.
Resolution to authorise the board of directors to resolve on new issues of shares, warrants and/or
convertibles (item 11)
The board of directors proposes that the annual general meeting resolves to authorise the board of directors,
within the limitations of the current articles of association and for the period until the end of the next annual
general meeting, on one or several occasions and with or without deviation from the shareholders’ preferential
rights, to resolve to issue new shares, warrants and/or convertibles.
The authorisation may be utilised for new issues of shares, warrants and/or convertibles which may be made
with provisions regarding contribution in cash, in kind or through set-off. The subscription price shall be
determined on market terms and conditions.
A new issue, on the basis of the authorisation, shall be resolved for the purpose of providing the Company with
working capital.
If the board of directors resolves on a new issue with deviation from the shareholders’ preferential rights the
rationale shall be to facilitate the Company’s expansion and to broaden the shareholder base.
The board of directors, or any person appointed by the board of directors, shall have the right to make any
adjustments or amendments of the above resolution which may be required in connection with the registration
of such resolution and to take any other measure deemed necessary for the execution of the resolution.
MISCELLANEOUS
Special majority requirement
For valid resolution regarding the resolution to authorise the board of directors to resolve on new issues of
shares, warrants and/or convertibles (item 11), it is required that the proposal is supported by at least two
thirds (2/3) of the shares represented and votes cast at the general meeting.
Number of shares and votes
Per the date of this notice the total number of shares and votes in the Company amounts to 970,660,397. The
Company does not hold any treasury shares.
Documents
Annual Report 2021, Auditors Report and all other documents required by the Companies Act (2005:551) will,
no later than three weeks before the annual general meeting, be kept available on the Company’s website
www.getgroup.se, and at the Company’s premises with address GET Group AB (publ), c/o Mcon, Södra
Larmgatan 4, SE-411 16, Gothenburg, Sweden and will be sent to those shareholders who so request and state
their postal address or e-mail address. The proposal for resolution under item 11 is fully formulated in the
convening notice.
Information at the annual general meeting
The board of directors and the CEO shall, if any shareholder so requests and the board of directors considers
that it can be done without material harm to the Company, provide information prior to the annual general
meeting on matters that may affect the assessment of an item on the agenda and circumstances that may
affect the assessment of the Companys or Groups financial situation and about the Companys relationship
with other companies within the Group. A request for such information shall be sent by post to GET Group AB
(publ), c/o Mcon, Södra Larmgatan 4, SE-411 16, Gothenburg, Sweden or by e-mail to ir@getgroup.se no later
than Monday 20 June 2022. The information will be made available at the Company’s premises and on
www.getgroup.se, on Saturday 25 June 2022 at the latest. The information will also be sent, within the same
period of time, to any shareholder who so has requested and who has stated its address.
Processing of personal data
For information on how your personal data is processed, see the integrity policy that is available on Euroclear’s
website, www.euroclear.com/dam/ESw/Legal/Privacy-notice-bolagsstammor-engelska.pdf.
Gothenburg, May 2022
GET Group AB (publ)
The board of directors
For further information on the Company, please contact:
Morten Groven, CEO
Telephone: 0047 416 28 138
Email: ir@getgroup.se
GET Group AB (publ) is an investment company focused on energy and sustainability. We are creating the world’s most compelling listed ESG company, by owning and financing the unique technology companies that are committed to energy production and energy saving.
GET Group AB (publ), c/o Mcon AB, Södra Larmgatan 4, SE-411 16 Göteborg