CONVENING NOTICE FOR EXTRAORDINARY GENERAL MEETING IN RANPLAN GROUP AB
Ranplan Group AB (publ) publishes convening notice for extraordinary general meeting and proposes – on the basis of shareholders representing more than 70% of the outstanding votes – Tomas Isaksson, as a new ordinary member of the board, and the election of Prof. Jie Zhang, as new Chairman of the board, all effective after close of the EGM. In conjunction, Lars-Inge Sjöqvist, ordinary member of the board, and Mats Andersson, Chairman of the board, will step down subject to its approval at the EGM. Due to time constraints, Alastair Williamson, current CEO of Ranplan who will join Wyld Networks Ltd, part of Tern plc, on 1 Sept 2019, has decided to abstain from joining the board.
The board of directors of Ranplan Group AB, reg. no. 559152-5315 , (the “Company”) publishes convening notice for extraordinary general meeting to be held on Wednesday 14 August 2019, at 4:30 pm, at Eversheds-Sutherland’s Office in Stockholm; Strandvägen 1. The board proposes that the general meeting resolve on the election of Tomas Isaksson, inter alia former CEO of Europolitan AB, CEO of Vodafone Netherlands, as a new ordinary member of the board, and the election of Professor Jie Zhang, founder and current board member of the company, as new Chairman of the board. Lars-Inge Sjöqvist, ordinary member of the board, and Mats Andersson, Chairman of the board, will as an effect of this proposal, and subject to its approval at the EGM, leave their positions on the board. As current CEO Alastair Williamson, due to time constraints, has reconsidered his planned participation on the board, the number of members on the board – excluding the CEO - will be reduced from five to three.
The shareholders in the Company are hereby convened to an extraordinary general meeting on Wednesday 14 August 2019, at 4:30 pm, at Eversheds-Sutherland’s Office, Strandvägen 1, Stockholm.
Notice etc.
Shareholders who wish to participate at the general meeting must:
(i) on Thursday 8 August 2019, be registered in the share register kept by Euroclear Sweden AB (“Euroclear”); and
(ii) at the latest on Thursday 8 August 2019, notify the intention to attend the general meeting by e-mail to joyce.wu@ranplanwireless.com.
Such notification shall include the shareholder’s name and should include personal identification number or corporate registration number (or similar), address and daytime telephone number, number of shares, details on advisors (no more than two), if any, and where applicable, details of representatives or proxies.
Nominee-registered shares
To be entitled to participate in the general meeting, shareholders whose shares are registered in the name of a nominee must temporarily re-register their shares in their own names in the share register maintained by Euroclear. Such registration must be duly effected (registered with Euroclear) in the share register on Thursday 8 August 2019, and the shareholders must therefore advise their nominees well in advance of such date.
Proxy
Shareholders represented by proxy must submit a dated proxy. If the proxy is executed by a legal person, a copy of the registration certificate or equivalent must be attached. The proxy may not be valid for a period longer than five years from its issuance. The original proxy and certificate of registration should be submitted to Ranplan Group AB, Lutzengatan 7, S-115 20 Stockholm, Sweden.
Proposed agenda
- Opening of the general meeting and election of chairman of the general meeting
- Preparation and approval of the voting list
- Election of one or several persons to verify the minutes of the meeting
- Determination of whether the meeting has been duly convened
- Approval of the agenda
- Resolution on election of Tomas Isaksson as new ordinary member of the board, and Jie Zhang as new Chairman of the board.
- Close of the general meeting
NB: New ordinary members of the Board will be entitled to the same remuneration, SEK 300 000 on a pro rata, annualised basis, as existing members (with the exception of those who are employed who receive no remuneration on the board).
Biography: Tomas Isaksson
Tomas Isaksson brings more than 30 years of international telecommunications experience. He is the former CEO and Chairman of the Management Board Vodafone Netherlands; CEO Vodafone Americas Region; President Vodafone Global Platform (VGP); member of Verizon Wireless Board of Directors; CEO of Europolitan Holdings AB; and former CEO of Ericsson Radio Systems Inc. During the last 10 years, Tomas has served as a Board Member, Advisor, and Executive Consultant to companies providing products and services to the Telecom industry.
Biography: Jie Zhang
Jie Zhang is Founder and Chief Scientific Officer (CSO) of Ranplan Wireless. He has also held the Chair in Wireless Systems at the Department of Electronic and Electrical Engineering, University of Sheffield since Jan. 2011. Along with his students and colleagues, he has pioneered research in small cell and heterogeneous network and published some of the landmark papers and books on these seminal topics, widely used by both academia and industry. Prof. Zhang is a renowned authority in his field of expertise
Majority requirement
Resolution under item 6 above requires, for its validity, that a simple majority of the votes cast and the shares represented support the resolution.
Processing of personal data
For information on the processing of personal data in connection with the general meeting, please refer to https://www.euroclear.com/dam/ESw/Legal/Privacy-notice-bolagsstammor-engelska.pdf.
Stockholm in July 2019
Ranplan Group AB (publ)
The board of directors (on behalf of a majority of shareholders)
For further information, please contact:
Alastair Williamson, CEO
Tel: +44 7824 997 689
alastair.williamson@ranplanwireless.com
www.ranplanwireless.com
Certified Adviser
FNCA Sweden AB, +46(0)8-528 00 399 info@fnca.se, is the Company's Certified Adviser at Nasdaq First North
About Ranplan Wireless
Ranplan Wireless is an innovative wireless technology company that has developed the World’s only solution that can plan, design and optimise inbuilding and outdoor wireless networks in coordination. Our solutions enable us to help an ecosystem of companies deploy the next generation of wireless networks for a range of applications in urban environments, supporting multiple technologies such as 4G LTE, 5G, Wifi and IoT, providing end users with an unmatched quality of experience.
Ranplan Wireless is a subsidiary of Ranplan Group AB (Nasdaq First North: RPLAN) whose head office is in Stockholm, Sweden. The group operates out of offices in the UK, US and China.
www.ranplanwireless.com