Notice of Extraordinary General Meeting in Haldex Aktiebolag (publ)
The shareholders of Haldex Aktiebolag (publ) are hereby invited to attend the Extraordinary General Meeting to be held on 29 December 2020.
Due to the uncertain situation with the ongoing spread of the virus that causes Covid-19, the Board has decided that an Extraordinary General Meeting shall be held without the physical presence of shareholders, proxies or third parties, and that shareholders shall only be able to exercise their voting rights by postal vote before the meeting. Information on the decisions made by the Extraordinary General Meeting will be published on the company's website on 29 December 2020, as soon as the outcome of the postal voting is finally compiled.
A. RIGHT TO ATTEND THE GENERAL MEETING
Shareholders who wish to attend the general meeting must
i. be included in its own name in the share register maintained by Euroclear Sweden AB, as of 17 December 2020, and
ii. cast their postal vote in accordance with the instructions below no later than on 28 December 2020.
Shareholders who have their shares nominee registered through a bank or other broker must have their shares owner-registered with Euroclear Sweden AB. Such registration must be completed by 21 December 2020. The registration may be temporary.
Shareholders may only exercise their voting rights at the meeting by voting in advance through digital postal voting. Shareholders must use a digital form to vote which will be available at the company’s website, https://www.haldex.com/sv/corporate. The form must be submitted by 28 December 2020. Shareholders who exercise their voting rights by postal voting do not need to register specifically for the meeting, the submitted voting form will be considered a notification.
If a shareholder submits as postal vote by proxy, a power of attorney must be attached to the form. If the shareholder is a legal entity, a registration certificate or another authorisation document must be attached to the form. Further information and instructions can be found on the on the form itself. A proxy form for shareholders who wish to vote by proxy are available on the company’s website, https://www.haldex.com/sv/corporate.
B. AGENDA
Proposal for agenda
- Opening of the Extraordinary General Meeting and election of Chairman of the meeting.
- Drawing up and approval of the voting list.
- Election of two persons to attest the minutes.
- Determination of whether the Extraordinary General Meeting has been properly convened.
- Approval of the agenda.
- Election of two additional board members.
- Closing of the Extraordinary General Meeting.
Proposal for resolution
Election of Chairman of the meeting (item 1)
The Board of Directors proposes that the Chairman of the Board, Stefan Charette, is elected Chairman of this Extraordinary General Meeting.
Establishment and approval of the voting list (item 2)
The Board of Directors proposes that the General Meeting approve the voting list prepared by the company based on the share register and the votes received, checked by the persons attesting the minutes.
Election of adjusters (item 3)
The Board of Directors proposes that two persons are appointed to attest the minutes and that Patricia Hedelius, representing AMF Pensionsförsäkring AB and Anders Algotsson, representing AFA Sjukförsäkrings AB are appointed.
Election of two additional board members (item 6)
AFA Sjukförsäkrings AB, AMF Pensionsförsäkring AB, Athanase Industrial Partner and Fjärde AP-fonden have announced to the company’s Board of Directors their joint proposal to appoint two more members to the company’s board.
Proposed as additional members are Detlef Borghardt and Dzeki Mackinovski. The Board currently consists of five members elected by the Annual General Meeting, and will if the proposal is accepted, consist of a total of seven elected board members; Stefan Charette (Chairman), Helene Svahn (member and CEO), Viveka Ekberg, Håkan Karlsson, Catharina Modahl Nilsson, Detlef Borghardt and Dzeki Mackinovski.
A statement regarding the above-mentioned owners’ proposal will be published on the company’s website.
C. MISCELLANEOUS
Information at the meeting
Shareholders who wish to exercise their right to request information in accordance with Chapter 7, Section 32 of the Swedish Companies Act must submit a written request to Haldex AB, Att: Katarina Rönne, Box 507, SE-261 24 Landskrona, Sweden, or an email to katarina.ronne@haldex.com no later than 19 December 2020. Such information is available at the company and on the company’s website, and will be sent to the shareholders who has requested it no later than 24 December 2020.
Shares and votes
As per the day of this notice, the total number of shares and votes in Haldex amounts to 48 637 567. Haldex holds 11 705 shares in treasury as per the day of this notice.
Processing of personal data
For information on how personal data is processed in connection with the General Meeting, please see the integrity policy available on Euroclear Sweden AB:s website: https://www.euroclear.com/dam/ESw/Legal/Privacy-notice-bolagsstammor-engelska.pdf
Landskrona in December 2020
Haldex Aktiebolag (publ)
The board of directors
For further information, please visit, https://www.haldex.com/sv/corporate, or contact
Helene Svahn, President & CEO
E-mail: helene.svahn@haldex.com
Phone: +46 418-47 60 00
This information is information that Haldex AB (publ) is obliged to make public pursuant to NASDAQ Stockholm’s Rule book for Issuers. The information was submitted for publication, through the agency of the above-mentioned contact person, on 3 December, 2020 at 13.00 CET.
About Haldex
Over 100 years of powerful innovation gives Haldex unsurpassed expertise when it comes to braking systems and air suspension systems for heavy trucks, trailers and buses. We live and breathe our business with the goal to deliver robust and technically superior solutions which is founded in a deep insight in our customer’s reality. Through focusing on our core competences and the passion we all share, we achieve the agility and flexibility that the market demands. Innovative collaborations aren’t only the core of our products, but our philosophy. Our 2200 employees, spread out across four continents, challenge the conventional on a daily basis in order to secure that the products we deliver create a unique value to our customers and the end users. We are listed on Nasdaq Stockholm and have a turnover of approx. 5 billion SEK.
This document is an unofficial translation of the Swedish original thereof. In the event of any discrepancies between the versions, the Swedish version shall prevail.