The shareholders of
Notification of participation etc.
Shareholders who wish to attend the extraordinary general meeting must:
- be recorded as shareholders in the share register maintained by
Euroclear Sweden AB on Monday 6th ofNovember 2023 , and; - no later than Wednesday 8th of
November 2023 have given written notice of their participation by mail to2cureX AB , c/oTalenom Consulting AB , Lilla Strandgatan, 261 22 Landskrona. Notice can also be done by email to ir@2curex.com.The notification should state name, personal identification number or registration number, address, daytime phone number and when applicable information regarding any representative, proxy and or at most two assistants. If applicable, the notification must include authorization documents such as a certificate of registration or equivalent documents.
Nominee-registered shares
A shareholder who has its shares registered with a nominee must, to be entitled to participate in the extraordinary general meeting, have the shares registered in its own name through the nominee, so that the shareholder is registered in the share register kept by
Proxy
Shareholders represented by proxy shall issue a written and dated power of attorney signed by the shareholder. A power of attorney issued by a legal entity shall have a registration certificate attached, or if such certificate does not exist, equivalent documents. The original power of attorney and any registration certificate should, in advance of the extraordinary general meeting, be sent to the company at the address above.
Proposed agenda
- Appointment of a Chairman of the extraordinary general meeting
- Preparation and approval of the voting register
- Approval of the agenda
- Appointment of one (1) or two (2) persons to verify the minutes of the meeting
- Determination of whether the extraordinary general meeting was duly convened
- Appointment of Board of Directors
- Resolution to authorize the Board of Directors to resolve to issue new shares, convertible loan notes and/or warrants
- Closure of the extraordinary general meeting
Appointment of Board of directors (item 6)
The Board of Directors propose that the extraordinary general meeting elect Tonni Bülow-Nielsen as new member of the Board of Directors. It is further proposed to change the Chairmanship of the Board by electing Tonni Bülow-Nielsen as new Chairman.
The Board of Directors hereafter consists of Tonny Bülow-Nielsen,
This proposal stems from a process of continuous assessment and streamlining by the Board of Directors of its required competences, considering the current stage of the company and its foreseeable development. From this perspective, the proposed new member and Chairman,
Tonni Bülow-Nielsen has extensive medical device and life science experience as Partner (until 2020 he was also Managing Partner and Senior Vice President in the executive leadership group) through more than 16 years in EIFO (
Tonni lived and worked in USA 1996-2002 as SVP for
Resolution regarding authorizing the Board of directors to resolve to issue new shares, issue convertible loan notes and/or issue warrants (item 7)
The Board of Directors proposes that the extraordinary general meeting resolves to authorize the Board of Directors, during the period until the next Annual General Meeting in 2024, to resolve on an issue of a maximum number of shares, convertibles and/or warrants that entitle to subscription for, or entails the issue of, a maximum number of shares that fall within the limits of the Articles of Association, with or without deviation from the shareholders' preferential rights. The authorization may be exercised on one or several occasions and the Board of Directors shall have the right to decide on the detailed terms and conditions of the issue on each individual occasion. In addition to cash payment, payment may also be made in kind or by set-off, or otherwise subject to conditions.
In order to ensure that the company's current shareholders are not disadvantaged in relation to the external investor(s) who may subscribe for shares in the company, the Board of Directors finds it appropriate that an issue with deviation from the shareholders' preferential rights shall be made at the Board's subscription price assessed in accordance with market conditions.
For a valid resolution, it must be supported by shareholders representing at least two-thirds of both the votes cast and the shares represented at the extraordinary general meeting.
Other
The notice and proxy forms will be made available at the premises of the company, 2cureX, Fruebjergvej 3, 2100
Shareholders are informed of their right under Chapter 7, Section 32 of the Swedish Companies Act to request information from the Board of directors and the CEO.
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Malmö in
The Board of directors
N.B. This English text is an unofficial translation of the Swedish original of the notice to attend the extraordinary general meeting in
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