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Beskrivning
| Land | Sverige |
|---|---|
| Lista | First North Stockholm |
| Sektor | Informationsteknik |
| Industri | Programvara |
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The shareholders of Safeture AB (publ) reg. No. 556776-4674 ("Safeture" or the "Company") are hereby summoned to attend the Annual General Meeting (the "AGM") on 28 May 2026 at 12.00 CEST at the Company's premises, Kung Oskars väg 11C in Lund. Entry registration for the AGM will commence at 11.45 CEST.
Right to participate
Shareholders that wish to participate in the AGM shall be registered in the share register maintained by Euroclear Sweden AB no later than on 20 May 2026 and shall have notified the Company of their intention to participate at the AGM no later than on 22 May 2026. Notice to participate shall be given in writing by e-mail to jessica.eberhagen@safeture.com or by post to Safeture AB (publ), att. Jessica Eberhagen, Kung Oskars väg 11C, 222 35 Lund. The notice shall contain the shareholder's name, personal identity number or registration number and telephone number and, where applicable, the number of advisors (maximum two).
Nominee-registered shares
Shareholders whose shares are registered in the name of a nominee/custodian must register their shares in their own names in order to be entitled to participate in the AGM. Such registration, which may be temporary, must be effected no later than on 22 May 2026 and shareholders must, therefore, instruct their nominees well in advance thereof.
Proxy
If a shareholder wishes to be represented by proxy, a power of attorney shall be issued to the proxy. The power of attorney is to be in writing, dated and duly signed by the shareholder. If the shareholder is a legal entity, a certificate of incorporation or a corresponding document shall be included with the notification. Please provide the power of attorney in original as well as certificate of incorporation and other documents of authority to the Company to the address mentioned above well in advance before the AGM. If the power of attorney and other documents of authority have not been provided in advance, these documents must be presented at the AGM. Power of attorney forms are available at the Company and on the Company's website, www.safeture.com, and will be sent upon request to any shareholder who states their postal address.
Proposal of agenda
- Opening of the AGM
- Election of Chairman of the AGM
- Preparation and approval of the voting register
- Approval of the agenda
- Election of one or two persons to attest the minutes
- Determination as to whether the AGM has been duly convened
- Statement by the Company's CEO
- Presentation of the annual report and the auditor's report
- Resolution on
- adoption of the profit and loss account and the balance sheet
- allocation of the Company's profit according to the adopted balance sheet
- discharge from liability for the Board members and the CEO
- Resolution as to the number of Board members and auditors
- Resolution on the remuneration to the Board of Directors and auditor
- Election of Board members
- Flemming Breinholt (re-election)
- Sofia Kinberg (re-election)
- Pontus Kristiansson (re-election)
- Thomas Wandahl (re-election)
- Catharina Skommevik (new election)
- Election of Chairman of the Board
Flemming Breinholt (re-election)
- Election of auditor
Ernst & Young Aktiebolag (re-election)
- Resolution on authorization for the Board of Directors to issue shares
- Closing of the meeting
Proposals
The Nomination Committee's proposals (item 2 and 10 - 14)
The Nomination Committee proposes the AGM to resolve:
that Flemming Breinholt is elected Chairman of the AGM,
that the Board of Directors shall consist of five (previously six) Board members, without deputy Board members,
that one registered audit firm with no deputy auditors is elected as auditor of the Company,
that remuneration to the Board shall be SEK 280,000 (previously 260 000) to the Chairman of the Board and SEK 140,000 (previously 130 000) each to the other Board members,
that remuneration to the auditor shall be in accordance with approved invoicing,
that Flemming Breinholt, Sofia Kinberg, Pontus Kristiansson and Thomas Wandahl are re-elected, and Catharina Skommevik is elected, as members of the Board of Directors for the period until the end of the next AGM. Christian Lindgren and Johannes Boson have declined re-election,
that Flemming Breinholt is re-elected as Chairman of the Board, and
that Ernst & Young Aktiebolag is re-elected as audit firm. (Ernst &Young Aktiebolag has informed that the authorized auditor Erik Mauritzson will continue as principal auditor, if the AGM resolves in accordance with the proposal).
The Nomination Committee has resolved to not propose any updated principles for appointment of the Nomination Committee whereby the principles which were adopted at the Annual General Meeting of 2022 shall continue to apply.
Catharina Skommevik, born in 1978, is proposed for election as a new member of the Board of Directors. Catharina holds a master's degree in business administration from the School of Business, Economics and Law at the University of Gothenburg. Until recently, Catharina served as CEO of Zmarta and has previously held positions as Senior Vice President at Nordic Marketplaces (part of the Schibsted Group), and prior to that as CFO at Blocket and Orkla, as well as several board assignments. Catharina is independent in relation to both the Company and its executive management, as well as to major shareholders.
Holdings in the Company: None.
Allocation of the Company's profit or loss (item 9.b)
The Board of Directors proposes that no dividend for the financial year 2025 is to be paid.
Resolution on authorization for the Board of Directors to issue shares (item 15)
The Board of Directors proposes that the AGM authorizes the Board of Directors to, on one or several occasions during the period up to the next AGM, resolve on new issue of shares, with or without deviation from the shareholders' pre-emption rights and with or without conditions on non-cash, set-off or other conditions. The reason for deviating from the shareholders' pre-emption rights is to enable the Company to raise working capital, to carry out company acquisitions or acquisitions of operating assets and to enable issue to industrial partners within the framework of collaborations and alliances. The number of shares that can be issued with the support of authorization shall be limited in such a way that the number of shares after a fully subscribed new issue does not increase by more than 20 per cent of the shares outstanding at the time of this notice. To the extent that a new issue takes place with deviation from the shareholders' pre-emption rights, the new issue shall take place on market terms.
Majority requirements
Resolution in accordance with item 15 above require approval of at least two thirds (2/3) of the shares represented and votes cast at the AGM.
Further information
As per the date of the issue of this notice, the total number of shares and votes in the Company are 39,289,392. The Company does not hold any own shares.
The annual report, audit report, proxy forms, the Board's complete proposals as well as complete underlying documentation will be made available by the Company and at the Company's website at least three weeks before the AGM. The documents will be sent to shareholders who request it and who provide their postal address.
The shareholders are reminded of their right of information according to Chapter 7 Section 32 of the Swedish Companies Act.
The Company has its registered office in Lund.
Processing of personal data
For information on how your personal data is processed, see:
https://www.euroclear.com/dam/ESw/Legal/Privacy-notice-bolagsstammor-engelska.pdf
Lund, April 2026
Safeture AB (publ)
The Board of Directors
NOTE: This is an unofficial translation of the original Swedish notice. In case of discrepancies, the Swedish version shall prevail.