Notice to attend annual general meeting of Nobina AB (publ)

The shareholders of Nobina AB (publ) (“Nobina” or the “Company”) are hereby summoned to the annual general meeting (the “Meeting”) on 29 May 2019 at 2.00 p.m. CEST at World Trade Center, Kungsbron 1, Stockholm.

Registration for the annual general meeting can be made here: https://anmalan.vpc.se/NobinaAGM/entreeng.aspx  

Registration of participation at the Meeting will end at the opening of the Meeting. The premises will open at 1.00 pm CEST.

Right to attend the Meeting

Shareholders who wish to attend the Meeting must be registered in the share register maintained by Euroclear Sweden AB on 23 May 2019.

Shareholders must also notify the Company of their intention to attend the Meeting by mail to Nobina AB (publ), c/o Euroclear Sweden AB, Box 191, SE-101 23 Stockholm, by phone +46 8 402 92 76 or to the Company’s website, www.nobina.com, no later than on 23 May 2019. The notification should include the shareholder’s full name, personal identification number/corporate registration number (or similar), registered shareholding, as well as, if applicable, details of representatives, proxies and advisors (maximum two).

Nominee-registered shares

Shareholders whose shares are registered in the name of a nominee must temporarily re-register their shares in their own name in the share register maintained by Euroclear Sweden AB in order to be entitled to attend the Meeting. Such registration must be effected no later than on 23 May 2019. Shareholders must, therefore, instruct their nominees well in advance thereof.

Proxy

Shareholders represented by proxy must issue a written, dated power of attorney. If the power of attorney is issued by an entity, a certified copy of a certificate of registration for that entity or equivalent certificate of authority must be enclosed to it. The power of attorney is valid for one year, or, if explicitly stated, up to five years from its issuance. The power of attorney and certificate of registration or equivalent certificate of authority should be submitted to the Company by mail to the above address in due time prior to the Meeting. A form of power of attorney is available on the Company’s website: www.nobina.com.

Proposed agenda

  1. Opening of the Meeting
  2. Appointment of chairman of the Meeting
  3. Preparation and approval of the voting list
  4. Approval of the agenda
  5. Election of one or two persons to approve the minutes
  6. Determination that the Meeting has been duly convened
  7. Presentation of the annual accounts and the auditor’s report and the consolidated accounts and the auditor’s report on consolidated accounts
  8. Resolution on
    1. adoption of the income statement and the balance sheet and the consolidated income statement and the consolidated balance sheet
    2. appropriation of the Company’s results in accordance with the adopted balance sheet
    3. discharge from liability for the members of the board of directors and the managing director
  9. Determination of the number of members of the board of directors as well as the auditors
  10. Determination of fees for the members of the board of directors and the auditors
  11. Election of the members of the board of directors and the auditor
  12. The nomination committee’s proposal on principles for the nomination committee
  13. The board of directors’ proposal on guidelines for remuneration to the senior management
  14. The board of directors’ proposal on
    1. implementation of a performance based share saving scheme
    2. authorisation for the board of directors to purchase and sell treasury shares within the scope of Nobina’s share saving schemes
    3. transfer of treasury shares to participants in Nobina’s share saving schemes
    4. equity swap agreement with third party
  15. The board of directors’ proposal on authorisation for the board of directors to resolve on new issues of shares or convertibles
  16. Closing of the Meeting

To read the complete notice for the annual general meeting, please see the attached announcement.