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Beskrivning
| Land | Sverige |
|---|---|
| Lista | Nordic SME Sweden |
| Sektor | Tjänster |
| Industri | IT-konsult & onlinetjänster |
N.B. This English text is an unofficial translation of the Swedish original of the notice to attend the extraordinary general meeting in Eyeon Group AB (publ), and in case of any discrepancies between the Swedish and the English translation, the Swedish text shall prevail.
The shareholders of Eyeon Group AB (publ), Reg. No. 559005-9415 (the "Company"), are hereby invited to attend the Annual General Meeting on 30 May 2025 at 16:00 CEST at Eversheds Sutherland Law Firm, Sveavägen 20, 3rd floor, Stockholm. Registration begins at 15:45.
RIGHT TO PARTICIPATE AND NOTIFICATION
Shareholders wishing to participate in the Annual General Meeting must:
· be recorded as shareholders in the share register maintained by Euroclear Sweden AB on 21 May 2025, and
· notify the Company of their intention to attend no later than 23 May 2025 via email to info@eyeonid.com or by mail to Eyeon Group AB, attn: "AGM 2025", Sibyllegatan 81, 114 43 Stockholm, Sweden. When notifying, shareholders must provide their name, personal or company registration number, address, telephone number, and, where applicable, details of any assistant(s) (maximum 2).
NOMINEE-REGISTERED SHARES
Shareholders who have had their shares registered with a nominee (through a bank or other trustee) must temporarily re-register the shares in their own name to be entitled to participate in the AGM. Such registration, so-called voting registration, must be requested from the nominee in accordance with the nominee's procedures and must be completed (registered with Euroclear Sweden AB) no later than 23 May 2025.
PROXIES ETC.
Shareholders who are represented by a proxy must issue a written, signed, and dated power of attorney for the proxy. The validity of the power of attorney may not exceed five years from the date of issuance, provided that it states the period of validity. If no validity period is stated, the power of attorney is valid for a maximum of one year. If issued by a legal entity, a copy of the registration certificate or equivalent for the legal entity must be attached. Copies of the power of attorney and any registration certificate should be sent to the Company by mail at the above address well before the AGM. The original power of attorney must also be presented at the AGM. A proxy form will be available on the Company's website (www.eyeonid.com) no later than three weeks before the AGM.
PROPOSED AGENDA
- Opening of the meeting
- Election of Chairman of the meeting
- Preparation and approval of the voting list
- Election of one or two persons to approve the minutes
- Determination of whether the meeting has been duly convened
- Approval of the agenda
- Presentation of the consolidated financial statements and the auditor's report for the group
- Resolutions on:
a) adoption of the consolidated income statement and balance sheet
b) appropriation of the Company's profit or loss according to the adopted balance sheet
c) discharge of the Board of Directors and CEO from liability - Resolution on Board and auditor fees
- Election of the Board of Directors and auditor
- Resolution on guidelines for the Nomination Committee
- Amendment of the Articles of Association regarding the Company's name
- Authorization for the Board to make minor adjustments to the resolutions
- Closing of the meeting
NOMINATION COMMITTEE'S PROPOSALS
Item 2 - Election of Chairman of the meeting
The Nomination Committee proposes that Attorney Gabriel Albemark (Eversheds Sutherland Law Firm) be elected as Chairman of the meeting and that he shall also record the minutes.
Item 9 - Resolution on Board and auditor fees
The Nomination Committee proposes that fees of SEK 125,000 per year (excluding social security contributions) be paid to non-employee Board members, including the Chairman of the Board. It is noted that Fredrik Björklund and Mattias Kaneteg, if elected as Board members, intend to waive their respective Board fees.
Auditor's fees shall be paid as per approved invoice.
Item 10 - Election of the Board of Directors and auditor
The Nomination Committee proposes that the Board shall consist of four (4) ordinary members without deputies until the next AGM. The Nomination Committee proposes re-election of Fredrik Björklund and Børge Granli and election of Mattias Kaneteg and Johan Kampe as new Board members. Pontus Karsbo has declined re-election.
Mattias Kaneteg is proposed as Chairman of the Board.
Information about proposed new Board members:
Mattias Kaneteg, born 1974
Mattias is a serial entrepreneur with over 30 years of experience building and leading companies in the internet and tech sectors. With a strong track record and deep industry knowledge, Mattias is expected to play a key role in shaping Eyeon Group's long-term growth strategy. He is currently active in the hosting and real estate sectors and is the founder and CEO of the fast-growing hosting company Miss Group.
Johan Kampe, born 1974
Johan is Co-Founder and Managing Partner at Claret Capital Partners, a leading growth capital investor. With previous experience from Silicon Valley Bank, ETV Capital, and a successful career in tech investments, Johan has contributed to building several high-growth companies. Claret Capital - formerly Harbert European Growth Capital - was the first external investor in Miss Group and played a crucial role in its development. Johan's deep understanding of growth financing, corporate governance, and the European tech landscape is considered a valuable asset to Eyeon Group's continued journey.
The Nomination Committee proposes the re-election of the registered auditing firm RSM Stockholm AB as the Company's auditor until the next AGM, with authorized auditor Robert Hasslund as lead auditor.
Item 11 - Resolution on guidelines for the Nomination Committee
It is proposed that the AGM adopts the following guidelines for appointing the Nomination Committee ahead of the 2026 AGM:
The Chairman of the Board will contact the three largest shareholders and request that they each appoint a representative to form the Nomination Committee together with the Chairman. If any shareholder declines the right to appoint a representative, the next largest shareholder will be offered the opportunity to appoint a representative.
The Nomination Committee's tasks will include presenting proposals for:
· Chairman of the AGM
· Number of Board members
· Board fees divided between Chairman, other members, and any committee work
· Election of Board members and Chairman of the Board
· Auditor fees
BOARD OF DIRECTORS' PROPOSALS
Item 8(b) - Resolution on appropriation of the Company's profit or loss
The Board proposes that the Company's results be allocated in accordance with the proposal stated in the Annual Report. Further, the Board proposes that no dividend be paid for the financial year 2024.
Item 12 - Amendment of the Articles of Association regarding the Company's name
The Board proposes that the AGM resolves to amend the Company's Articles of Association as follows:
The Company's name shall change from Eyeon Group AB (publ) to Eye World AB (publ).
This name change is part of a broader rebranding initiative that better reflects the Company's global presence and ambition to become a One Stop Shop in cybersecurity. A new website, eye.world, will soon be launched, with a preliminary version already available, offering a preview of the new brand's visual identity.
| Current wording | Proposed wording |
1. § Company name The Company's name is Eyeon Group AB (publ). | 1. § Company name The Company's name is Eye World AB (publ). |
The CEO, or any person appointed by the Board, shall be authorized to make any minor adjustments necessary for the registration of the resolution with the Swedish Companies Registration Office.
A valid resolution requires the approval of shareholders representing at least two-thirds (2/3) of both the votes cast and the shares represented at the AGM.
Item 13 - Authorization to make minor adjustments
The Board proposes that the AGM authorizes the Board, the CEO, or any person otherwise appointed by the Board to make minor adjustments and clarifications to the resolutions adopted at the AGM as required for registration purposes.
OTHER INFORMATION
Documents and information
The notice, documents pursuant to the Swedish Companies Act, proxy forms, annual accounts, and auditor's report for 2024 will be made available at the Company's offices at least three weeks before the AGM and will be sent free of charge to shareholders upon request, stating their postal address. The documents will also be published on the Company's website, www.eyeonid.com, on the same date.
Shareholders' right to request information
Shareholders have the right under Chapter 7, Section 32 of the Swedish Companies Act to request information from the Board and the CEO regarding circumstances that may affect the assessment of an item on the agenda or the Company's financial situation. The Board and the CEO must disclose such information if the Board considers that this can be done without significant harm to the Company.
Processing of personal data
Personal data collected from the share register maintained by Euroclear Sweden AB, notifications of attendance, postal voting forms, and information regarding proxies and assistants will be used for registration, preparation of the voting list for the AGM, and, where applicable, the minutes of the AGM.
For more information on the processing of personal data, please see Euroclear's privacy notice available at https://www.euroclear.com/dam/ESw/Legal/Integritetspolicy-bolagsstammor-svenska.pdf.
Number of shares and votes
As of the date of this notice, the total number of shares and votes in the Company amounts to 28,410,125. The Company holds no treasury shares.
_____________________________
Stockholm, April 2025
Eyeon Group AB (publ)
The Board of Directors
For further information, contact
Fredrik Björklund, CEO, Eyeon Group AB (publ.)
Phone: +4670-892 35 92
E-mail: fredrik.bjorklund@eyeonid.com
About EyeonGroup
Eyeon Group AB (publ), founded in 2015, is one of Northern Europe's leading and fastest-growing providers of SaaS solutions in Cyber Security. We are your complete partner and One Stop Shop for digital security, offering a unique AppStore that brings together 11 powerful services under one roof. Our partners can seamlessly select the solutions that fit their business model and easily offer them to their end customers.
Eyeon Group delivers innovative business solutions in IT security, privacy protection, and advanced AI-powered data solutions. Our products are specifically designed for the B2B market, with a focus on demanding industries such as banking and finance, insurance, telecom, and hosting. We help businesses across Europe protect their digital assets and stay ahead of cyber threats-today and in the future.