NOTICE OF EXTRAORDINARY GENERAL MEETING IN QUARTIERS PROPERTIES AB (PUBL)
The shareholders of Quartiers Properties AB (publ), corporate identity number 556975-7684 (the "Company"), are hereby invited to an extraordinary general meeting on Thursday 8 August 2024 at Strandvägen 7A.
Eligibility and registration
Shareholders who wish to attend the meeting shall:
- be entered in the share register maintained by Euroclear Sweden AB no later than Wednesday 31 July 2024,
- notify the Company of their participation no later than Friday 2 August 2024.
Notification must be made in writing by e-mail to carl-fredrik@quartiersproperties.com or by ordinary post to Quartiers Properties AB, Strandvägen 7A, 114 56 Stockholm. The notification must include full name, personal or corporate identity number, shareholding, address, telephone number and, where applicable, details of representatives, proxies or assistants (maximum 2). The notification shall, where applicable, be accompanied by powers of attorney, registration certificates and other authorisation documents.
Nominee-registered shares
Shareholders whose shares are registered in the name of a nominee must, in order to be entitled to participate in the meeting, have their shares re-registered in their own name in the share register maintained by Euroclear Sweden AB. Such re-registration may be temporary (so-called voting rights registration) and must be completed no later than Wednesday 31 July 2024. Shareholders must therefore contact their nominee in good time in accordance with the nominee's procedures and request such voting rights registration. Voting rights registrations made by the nominee no later than Friday 2 August will be taken into account in the preparation of the share register.
Proxy voting etc.
If a shareholder is to be represented by a proxy, the proxy must bring a written, dated authorisation signed by the shareholder to the meeting. The authorisation may not be older than one (1) year from the date of issue. If the power of attorney is issued by a legal entity, the proxy must also bring the current registration certificate or equivalent authorisation document for the legal entity. A proxy form is available on the Company's website and will be sent free of charge to shareholders who request it and provide their postal address.
Number of shares and votes
The number of outstanding shares in the Company at the time of this notice amounts to 6,769,868 preference shares, with a voting value of one (1) vote per preference share, and 57,697,005 ordinary shares, with a voting value of ten (10) votes per ordinary share. Thus, there are a total of 64,466,873 shares and a total of 583,739,918 votes in the Company. The Company holds no own shares.
Proposed agenda:
- Opening of the meeting;
- Election of the Chairman of the General Meeting;
- Drawing up and approval of the voting list;
- Election of one or two scrutineers;
- Examination of whether the meeting has been duly convened;
- Approval of the agenda;
- Elections to the Board of Directors
- Amendment of the articles of association
- Closure of the meeting.
Proposal for a decision:
Election of the Chairman of the General Meeting (item 2)
It is proposed that Mr Carl-Fredrik Morander be appointed Chairman of the meeting or, if he is prevented from attending, the person designated by the Board of Directors.
Elections to the Management Board (item 7)
The Board of Directors proposes that, in addition to the members elected at the Annual General Meeting, Fredrik Björklund be elected as an ordinary member of the Board of Directors for the period until the end of the next Annual General Meeting.
Information on the member proposed for election
Fredrik is co-founder and former CEO of Miss Group, a successful company with a turnover of approximately SEK 1,250 million and a profit margin of approximately 44%. Under his leadership, Miss Group has become a dominant player in web hosting and online services internationally. He is also the Chairman and incoming CEO of the fast-growing EyeonGroup.
Amendment of the articles of association (item 8)
The Board of Directors proposes to change the first item of the Articles of Association with respect to the company's name, from Quartiers Properties AB (publ) to Boho Group AB (publ). The new proposed articles of association are set out in Appendix 1 to this notice.
The name change is intended to reflect the company's strategy to grow in the hotel sector, both as an operating company and as a property company, of which the "Boho Club" concept and brand is an essential part.
Information at the General Meeting
Shareholders present at the meeting are entitled to request information regarding circumstances that may affect the assessment of an item on the agenda in accordance with Chapter 7, Section 32 of the Swedish Companies Act. Requests for such information must be submitted in writing to the Company at the address Quartiers Properties AB (publ), attn: Carl-Fredrik Morander, Strandvägen 7 A, SE-114 56 Stockholm, Sweden, or by e-mail to carl-fredrik@quartiersproperties.com and must be received by the Company no later than ten (10) days before the meeting.
Provision of documents and full proposals
The full text of the proposed resolutions is set out in the notice of meeting.
Processing of personal data
For information on how your personal data is processed, please refer to the privacy policy available on the Euroclear website, https://www.euroclear.com/dam/ESw/Legal/Integritetspolicybolagsstammor-svenska.
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Stockholm in July 2024
Quartiers Properties AB (publ)
The Board of Directors