The shareholders in aXichem AB (publ) are invited to the Annual General Meeting on Friday, June 16, 2023 at 10 a.m. in the company's premises, Södergatan 26, in Malmö.
Right to participate in the Annual General Meeting and notification
Shareholders who wish to participate in the Annual General Meeting must:
Nominee-registered shares
To be entitled to participate in the Annual General Meeting, a shareholder whose shares are held in the name of a nominee must, in addition to providing notification of participation, register its shares in its own name so that the shareholder is recorded in the share register relating to the circumstances on Thursday, June 8, 2023. Such registration may be temporary (so-called voting right registration) and is requested from the nominee according to the nominee's routines at such a time in advance as the nominee determines. Voting right registrations completed by the nominee no later than Monday, June 12, 2023 are taken into account when preparing the share register.
In aXichem there are 21,496,325 shares and votes. The company does not hold any own shares.
Proxy, etc.
If a shareholder is represented by proxy, a written and dated proxy must be issued. If the proxy is issued by a legal entity, a certificate of registration or equivalent certificate of authority must be enclosed. Proxy forms are provided on the company's website www.axichem.com and are sent free of charge to shareholders who request it and state their postal address. To facilitate registration at the meeting, the proxy, certificate of registration and other certificates of authority should be sent to the company, as set out above, so that is received no later than Thursday, June 15, 2023.
Proposal for the agenda
1. Opening of the Annual General Meeting
2. Election of chairman at the Annual General Meeting
3. Election of one or two persons who shall approve the minutes
4. Preparation and approval of the voting list
5. Approval of the agenda
6. Determination of whether the Annual General Meeting has been duly convened
7. Presentation of the annual report and the auditor’s report as well as the consolidated accounts and the auditor’s report on the consolidated financial statements
8. Resolution regarding:
a. adoption of the income statement and balance sheet as well as the consolidated income statement and consolidated balance sheet,
b. allocation of the company's results pursuant to the adopted balance sheet, and
c. discharge of liability for the Board members and the CEO
9. Resolution regarding the number of Board members and deputy Board members and the number of auditors
10. Resolution regarding the fees to the Board and auditor
11. Election of Board members, Chairman of the Board and auditor
12. Resolution regarding the nomination committee
13. The Board's proposal for a resolution regarding amendment of the Articles of Association
14. The Board’s proposal for a resolution regarding authorization for new issuance of shares
15. Closing of the Annual General Meeting
Resolution proposal
Allocation of the company’s result (item 8b)
The Board and the CEO propose that no dividend be paid and that the result for the financial year 2022 be carried forward.
Board etc. (items 2 and 9–12)
The nomination committee's proposal will be presented in good time before the Annual General Meeting.
Articles of Association (item 13)
The Board proposes that the Annual General Meeting resolves on changing the limits of the Articles of Association regarding the share capital and outstanding shares.
Suggested wording:
4. Share capital
The share capital must be a minimum of SEK 2,500,000 and a maximum of SEK 10,000,000.
5. Number of shares
The company must have a minimum of 10,000,000 and a maximum of 40,000,000 shares.
Issue authorization (item 14)
The Board proposes that the Annual General Meeting approves to authorize the Board to, at the latest until the time of the next Annual General Meeting, on one or more occasions and with or without preferential rights for the shareholders, resolve on the issue of new shares, convertibles and/or warrants, however, such issue shall not entail that the company's share capital exceeds the company's maximum permitted share capital according to the Articles of Association. Such resolution shall also be possible to make with a provision for in-kind, set-off or other conditions.
The purpose of the authorization is to increase the company's financial flexibility and the Board's room for action, as well as to potentially expand the company's circle of shareholders.
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Other information
The annual report and all other documentation for resolutions are presented by making them available on the company's website, www.axichem.com, and at the company's office no later than three weeks before the meeting. Copies of the documents are sent to shareholders who request it and state their postal address. The Annual General Meeting share register is also kept available at the company. The shareholders are reminded of their right to request information according to Chapter 7 Section 32 of the Swedish Companies Act.
Processing of personal data
For information on how your personal data is processed go to
https://www.euroclear.com/dam/ESw/Legal/Integritetspolicy-bolagsstammor-svenska.pdf.
aXichem AB (publ) has organization number 556739-8663 and is located in Lund.
Lund in May 2023
aXichem AB (publ)
The Board of Directors
The information was submitted, through the agency of the contact person, for publication on May 17, 2023, at 9:00 AM CET.