THE EXTRAORDINARY GENERAL MEETING OF SWECO AB (PUBL) WILL BE HELD ON 22 OCTOBER 2020.
Due to the risk of spreading Covid-19 and the authorities’ regulations/guidance on avoiding gatherings of people, the Board of Directors has decided that the general meeting should be held without physical presence by inviting the shareholders to exercise their voting rights only by postal voting.
Right to participate; notification
To be entitled to participate in the meeting, shareholders must (i) be registered in their own name in the share register maintained by Euroclear Sweden AB no later than the record date, Wednesday 14 October 2020, and (ii) have notified the company no later than Wednesday 21 October 2020 by casting their postal vote in accordance with the below instructions so that the postal vote is received by the company no later than Wednesday 21 October 2020.
Shareholders whose shares are registered in the name of a nominee must, to be able to exercise their voting rights at the general meeting, have their shares temporarily registered in their own name with Euroclear Sweden AB (so called “voting rights registration”) so that the shareholder is registered in the share register maintained by Euroclear Sweden AB by the record date, Wednesday 14 October 2020. This means that shareholders should notify their request for voting rights registration to the bank or fund manager that manages their shares well in advance of this date.
Shareholders will exercise their voting rights at the general meeting only by postal voting (advance voting) in accordance with Section 22 of the Act (2020:198) regarding Temporary Exemptions to Facilitate the Execution of General Meetings of Companies and Associations.
A special form must be used for postal voting. The form is available for download below. The completed and signed postal voting form serves as registration for the EGM. No additional registration is required. Form for postal voting
The completed form must be received by Euroclear Sweden AB (which administers the forms on behalf of Sweco) no later than on Wednesday 21 October 2020. The form can be sent by e-mail to GeneralMeetingServices@euroclear.eu or by post to: Sweco AB (publ), “EGM”, c/o Euroclear Sweden AB, Box 191, SE-101 23 Stockholm. Shareholders who are natural persons can also cast their postal vote electronically by verifying their identity using “BankID” on the website of Euroclear Sweden AB https://anmalan.vpc.se/euroclearproxy.
Shareholders are not permitted to add special instructions or conditions to their postal votes. If this is done, the vote (i.e., the postal vote in its entirety) will be invalid. Further instructions and conditions can be found on the postal voting form. For questions about the EGM or to receive a postal voting form by post, please contact Euroclear Sweden AB on +46 (0)8-402 90 73 (Monday–Friday 9 a.m.–4 p.m.)
Powers of attorney for proxies
Shareholders casting their postal vote by proxy are required to issue a written and dated power of attorney for their proxy that has been signed by the shareholder or an authorised representative of the shareholder. A form of power of attorney is available for download below. If a postal vote is cast using a power of attorney, the power of attorney must be enclosed with the postal voting form. If the shareholder is a legal entity, a certificate of registration and other authorisation documents indicating the authorised company signatory, etc. must also be enclosed with the postal voting form. Power of attorney form
NOTICE OF EGM 2020
Annual report including the auditor’s report for the financial year 2019
Statement of the Board of Directors pursuant to Ch. 18 § 4 of the Swedish Companies Act
Report of the Board of Directors pursuant to Ch. 18 § 6 of the Swedish Companies Act
Auditor’s opinion pursuant to Ch. 18 § 6 of the Swedish Companies Act
The Articles of Association in their proposed new wording
Information at the general meeting
The Board of Directors and CEO shall, if requested by a shareholder and the Board of Directors considers that this can be done without significant damage to the company, provide information on circumstances that could affect the assessment of a matter on the agenda. Requests for such information must be submitted in writing to the company no later than ten days before the general meeting, i.e. no later than Monday 12 October 2020, to:
Sweco AB (publ)
P.O. Box 34044
or by e-mail to: email@example.com
The requested information will be provided by the company by being made available on the company’s website and at the company from Saturday 17 October 2020 at the latest. The information will also be sent to shareholders who have requested this and provided their address.