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Notice of Annual General Meeting in Sweco AB (publ)

March 17, 2021 | Press release

Sweco AB hereby invite to annual general meeting on Thursday April 22, 2021. 

Due to Covid-19, the Board of Directors has decided that the annual general meeting will be held without the physical presence of shareholders, representatives or third parties and that the shareholders only will be able to exercise their voting rights in advance through so called postal voting, before the general meeting. Information on the resolutions passed at the general meeting will be disclosed on Thursday April 22, 2021, as soon as the outcome of the postal voting has been finally confirmed. A speech by the President & CEO will be published on the company’s website, www.swecogroup.com, on Thursday April 22, 2021. For further information, see the notice for the Annual General Meeting in full length attached.

The notice, which in its entirety is enclosed to this press release and is available on the website, will on Friday March 19, 2021 be published in The Official Swedish Gazette. Notification that notice to the annual general meeting has been made will at the same time be published in Svenska Dagbladet. 

Notification etc 

Shareholders who wish to participate in the annual general meeting must (i) be recorded as a shareholder in the share register prepared by Euroclear Sweden AB as of Wednesday April 14, 2021 (the record date) and (ii) give notice of their intention to participate by casting their postal vote in accordance with the instructions below so that the postal voting form is received by the company through Euroclear Sweden AB no later than Wednesday April 21, 2021.

Instructions regarding postal voting can be found in the enclosed notice and in the postal voting form, which is available on the Company’s website, www.swecogroup.com.

Nominee-registered shares

Shareholders whose shares are nominee-registered must in order to be entitled to participate in the general meeting, in addition to giving notice by submitting a postal vote, also re-register their shares in their own name so that the shareholder is registered in the share register as of the record date, Wednesday April 14, 2021. Such registration may be temporary (so-called voting rights registration) and is requested with the nominee in accordance with the nominee’s routines in such time in advance that the nominee decides. Voting rights registrations that has been completed by the nominee no later than Friday April 16, 2021 will be taken into account in the preparation of the share register as of the record date.

Agenda proposal

At the general meeting the following items shall be considered

1.    Election of Chairman of the general meeting
2.    Notification of Secretary of the general meeting
3.    Election of two scrutinisers of the minutes of the meeting
4.    Drafting and approval of the voting list
5.    Approval of the agenda
6.    Resolution on whether the meeting has been duly convened
7.    Presentation of the annual report and the auditor’s report as well as the consolidated annual report and the auditor’s report thereon for the year 2020 and the auditor’s statement on remuneration guidelines
8.    Resolutions on 
       a)    approval of the profit and loss statement and the balance sheet, as well as the consolidated profit and loss statement and the consolidated balance sheet
       b)    approval of the allocation of profit as set forth in the approved balance sheet and record date for distribution of dividends
       c)    discharge from liability for the Directors and the CEO
9.    Resolution on the number of Directors and Auditors to be appointed by the Annual General Meeting
10.  Resolution on fees to the Directors and Auditors
11.  Election of Directors and the Chairman of the Board of Directors
12.  Election of Auditor
13.  Resolution on amendments to the articles of association
14.  Presentation and approval of remuneration report 2020
15.  Resolutions on 
       a)    implementation of a Share Bonus Scheme 2021 
       b)    transfer of Class B treasury shares to participants in the scheme 
       c)    authorisation for the Board of Directors to sell Class B treasury shares to secure payment of social security contributions
16.  Resolutions on
       a)    implementation of a performance-based Share Savings Scheme 2021
       b)    transfers of treasury shares to participants in the Share Savings Scheme 2021
17.   Resolution on 
       a)    acquisitions of treasury shares
       b)    transfers of treasury shares for the purposes of company or business acquisitions
       c)    sales of treasury shares to cover costs for social security contributions related to Share Bonus Scheme 2020
       d)    sales of treasury shares to cover costs for social security contributions related to the 2018 Share Savings Scheme

The notice in its full length is attached to this press release.