NOTICE OF ANNUAL GENERAL MEETING IN PLAGAZI AB (PUBL)
The Annual General Meeting of Plagazi AB (publ) (the “Company”), reg.no 556735-4765, will be held at 14:00 on Friday, June 30, 2023 at Elestorpsvägen 135 in Båstad. Registration starts 13:30.
RIGHT TO PARTICIPATE AND NOTICE OF INTENTION TO ATTEND
Shareholders wishing to participate in the shareholders’ meeting must:
partly be recorded in the share register maintained by Euroclear Sweden AB as of Wednesday, June 21, 2023, and
partly notify the Company the intention to attend no later than on Thursday, June 22, 2023.
Notice may be submitted in writing to the Company at the address Plagazi AB (publ), Att: Annual General Meeting, Elestorpsvägen 135, 269 91 Båstad, or via e-mail to henrik.oretorp@plagazi.com. On giving notice of attendance, the shareholder should state the shareholder’s name (company name), personal identity number (corporate identity number), address, telephone number and number of shares. The registration procedure described above also applies to registration for any advisors.
It is also possible to participate in the meeting via Microsoft Teams, but only as an audience and thus has no right to vote. Registration is required to get the link.
NOMINEE REGISTERED SHARES
In order to be entitled to participate in the meeting, a shareholder whose shares are registered in the name of a nominee must, in addition to giving notice of participation in the general meeting by submitting its postal vote, register its shares in its own name so that the shareholder is listed in the presentation of the share register as of the record date Wednesday, June 21, 2023. Such registration may be temporary (so-called voting rights registration) and request for such voting rights registration shall be made to the nominee, in accordance with the nominee’s routines, at such time in advance as decided by the nominee. Voting rights registration that have been made by the nominee no later than Monday, June 26, 2023, will be taken into account in the presentation of the share register.
PROXIES AND PROXY FORMS
Anyone who is not personally present at the meeting may exercise their voting rights at the meeting through a written, signed and dated power-of-attorney. A proxy form is available on the Company’s website, www.plagazi.com. The proxy form can also be obtained from the Company at the above address. If a power-of-attorney has been issued by a legal entity, a copy of the registration certificate or equivalent authorization document for the legal entity must be attached to the form. The power-of-attorney may not be older than one year unless a longer period of validity is stated in the power-of-attorney, however, no longer than five years. To alleviate entry to the meeting, proxy forms, registration certificates and other authorization documents should be provided to the Company well in advance of the meeting.
PROPOSED AGENDA
- Opening of the meeting
- Election of the chairperson for the meeting
- Preparation and approval of the voting register
- Approval of the agenda
- Election of one or two persons to attest the minutes
- Determination of whether the meeting was duly convened
- Presentation of the presented annual report and auditor’s report, and also the group accounts and the auditor’s report for the group
- Resolution on
- adoption of the profit and loss account and balance sheet, and also the consolidated profit and loss account and consolidated balance sheet
- allocation of the Company’s results in accordance with the adopted balance sheet
- discharge from liability for the Directors and the CEO
- Resolution on the number of Directors and auditors
- Resolution on Directors’ fees and auditor’s fees
- Election of Directors and auditor
- Resolution on issue authorization
- Closing of the meeting
PROPOSED RESOLUTIONS
Election of the chairperson for the meeting (item 2)
Jörgen Andersson is proposed as chairman of the meeting or, in his absence, the one appointed by the Board of Directors instead.
Resolution on allocation of the Company’s result in accordance with the adopted balance sheet (item 8b)
The Board proposes that the accumulated result of SEK 51 682 618 is carried forward.
Resolution on the number of Directors and auditors (item 9)
The company will publish proposals for decisions according to this point at the latest in connection with the general meeting.
Resolution on Directors’ fees and auditor’s fees (item 10)
The shareholder and CEO, Torsten Granberg, proposes that remuneration to the Board of Directors shall be paid in the amount of SEK 75,000 per full year to each of the Directors and that remuneration to the Chairman of the Board of Directors shall be paid in the amount of SEK 125,000 per full year. However, members of the Board of Directors who receive other financial compensation from the Company shall not receive any remuneration. Remuneration to the Board of Directors may only be paid when the Company’s finances so permit.
Furthermore, it is proposed that remuneration to the auditor shall be paid in accordance with approved invoice.
Election of Directors and auditor (item 11)
The company will publish proposals for decisions according to this point at the latest in connection with the general meeting.
Resolution on issue authorization (item 12)
The Board of Directors proposes that the general meeting authorizes the Board of Directors, on one or more occasions, during the period until the next Annual General Meeting, with or without pre-emption rights for the shareholders, to resolve on a new issue of shares, warrants and/or convertibles. The issue decision may be made against cash payment and/or with provision for consideration in kind or set-off, or that subscription may be made with other conditions.
Issues under the authorization apply within the limits of the Articles of Association.
MAJORITY REQUIREMENTS
A resolution in accordance with item 12 (issue authorization) is valid only if supported by shareholders holding at least two-thirds of both the votes cast and the shares represented at the Meeting.
DOCUMENTS
The complete documents in accordance with the Swedish Companies Act will be available at the company and on the Company’s website, www.plagazi.com, and will be sent immediately without charge to any shareholders who so request and has states their address. The documents will also be available at the meeting.
INFORMATION AT THE MEETING
The shareholders are reminded of their right to request information from the board of directors and the managing director according to the Swedish Companies Act.
PROCESSING OF PERSONAL DATA
For information on how your personal data is processed, please see
https://www.euroclear.com/dam/ESw/Legal/Privacy-notice-bolagsstammor-engelska.pdf
_____________________
Båstad in May, 2023
Plagazi AB (publ)
The Board of Directors
For further information, please contact:
Torsten Granberg, CEO, Plagazi AB (publ)
Email: torsten.granberg@plagazi.com
Phone: +46 70 676 12 34
About Plagazi AB (publ):
Plagazi AB is a Swedish clean-tech company which is revolutionizing the production of green hydrogen. Plagazi helps society close the circular loop by transforming waste into green hydrogen through plasma gasification, contributing to resolve the significant global issue of non-recyclable waste, renewable energy sources and carbon emissions. With multiple active projects across Europe, the company aims to become the answer to the continents strive to reach its climate goals.
More Information:
Follow Plagazi on LinkedIn:
https://www.linkedin.com/company/plagazigreenhydrogrenfromwaste/
