Annual General Meeting 2022

Notice of Annual general meeting in Nordisk Bergteknik AB (publ)

The shareholders in Nordisk Bergteknik AB, reg. no. 559059-2506, (the “Company”), are hereby invited to attend the annual general meeting to be held on June 8, 2022, at 08:38 a.m. through participation by postal voting. Attendance at the annual general meeting takes place exclusively by postal voting.

The Company strives to protect the health and wellbeing of its shareholders and employees. It is important for the Company to take social responsibility and contribute to limiting the risk of the spread of Covid-19. Due to this, the Board of Directors has, in accordance with section 4 of the Act (2022:121) on temporary exemptions to facilitate the execution of general meetings in companies and other associations, resolved not to enable physical participation of shareholders, proxies or external parties at the annual general meeting on June 8, 2022. The shareholders’ may only exercise their voting right through postal voting.

The Company intends to provide a broadcast of the Annual General Meeting via Microsoft Teams where the agenda and the postal voting results are presented. The Company welcomes participation from those shareholders who wish to. Registration of interest must be sent to agm@nordiskbergteknik.se no later than 7 June and a Teams link will then be sent to the email address specified by the shareholder. Note that participation in Teams does not involve formal participation in the meeting as the shareholders only exercise their right at the 2022 Annual General Meeting by postal vote in accordance with the notice.

A special form for postal voting shall be used. The form for postal voting is available on the Company’s website, www.nordiskbergteknik.se. Shareholders that exercise their voting rights by postal voting will not have to register specifically for the annual general meeting. The form for postal voting is valid as notice of attendance.

The completed form for postal voting shall be received by the Company no later than 17.00 p.m., June 7, 2022. The completed form shall be sent to Nordisk Bergteknik AB (publ), Östra Hamngatan 52, 411 08 Gothenburg. The completed form may also be submitted electronically to agm@nordiskbergteknik.se.

Material ahead of the AGM:

Notice

Proxy form (in Swedish)

Postal voting form (in Swedish)

The Board of Directors proposed resolutions for the AGM

The Nomination Committee’s proposed resolutions for the AGM

The Nomination Committee’s work and motivated statement for the AGM

Guidelines and instructions for the nomination committee (in Swedish)

Guidelines for remuneration to senior management (in Swedish)

Articles of Association (in Swedish)

Remuneration report 2021

Auditors’ opinion remuneration of senior executives

Annual report 2021

 

General Meeting

The general meeting is Nordisk Bergteknik’s highest decision-making body, where all shareholders have the right to participate and exercise voting rights.

The shareholders’ influence in the company is exercised at the Annual General Meeting, which, in accordance with the Swedish Companies Act, is the company’s highest decision-making body. In this capacity as the company’s highest decision-making body, the Annual General Meeting is authorised to decide every matter in the company that does not constitute the exclusive competence of another corporate body. The Annual General Meeting thus has a clear superior position in relation to the Company’s Board and CEO.

In accordance with the Swedish Companies Act, the Company’s Annual General Meeting must be held within six months from the end of each financial year and must consider decisions on the adoption of the income statement and balance sheet, dispositions regarding the Company’s result, discharge of liability towards the Company and remuneration to Board members and the auditor. The Annual General Meeting also resolves other significant issues for the company, such as amendments to the Company’s Articles of Association, authorisations and decisions on new issues and more. The Board may also convene an Extraordinary General Meeting if the Board finds that there is reason to hold a general meeting between the time of the Annual General Meetings or if the auditor or an owner with at least one tenth of all shares in writing to the company requests that a general meeting be held.

In accordance with the company’s Articles of Association, notice of the Annual General Meeting shall be given by advertising in the Swedish Post and Domestic Times and by keeping the notice available on the Company’s website. A statement that notice of the Annual General Meeting has been given must also be announced in Dagens Industri. In accordance with the Swedish Companies Act, Notice of the Annual General Meeting must be issued no earlier than six and no later than four weeks before the Annual General Meeting. A notice convening an Extraordinary General Meeting to decide on amendments to the Articles of Association must be issued no earlier than six and no later than four weeks before the meeting. A second notice of the Extraordinary General Meeting must be issued no earlier than six and no later than three weeks before the meeting.

Right to participate in general meetings

Shareholders’ right to attend and vote at the Annual General Meeting, either in person or by proxy, is granted to the shareholders who are entered in the company’s share register kept by Euroclear Sweden no later than the day stated in the notice (i.e. on the record date) and must notify their participation in the company no later than the date specified in the notice convening the meeting. Shareholders may bring one or two assistants to the Annual General Meeting, but only if the shareholder notifies the number of assistants to the company in accordance with the procedure that applies to shareholders’ notification to the Annual General Meeting. Every shareholder in the company who reports a matter with sufficient forethought has the right to have the matter considered at the Annual General Meeting.

Shareholder initiatives

Every shareholder in the company who reports a matter with sufficient forethought has the right to have the matter considered at the Annual General Meeting. In order to decide who has the right to participate and vote at the Annual General Meeting, Euroclear Sweden must, at the company’s request, provide the company with a list of all holders of shares as of the record date in connection with each Annual General Meeting.

Shareholders who have their shares nominee-registered must instruct the nominee to temporarily register the shares in the shareholder’s name in order to have the right to participate and vote for their shares at the Annual General Meeting (voting rights registration). Such registration must be completed no later than the applicable record date and expires after the record date. Shareholders who have their shares directly registered in an account in the Euroclear Sweden system will automatically be included in the list of shareholders.

Notices, minutes and communiqués from general meetings will be kept available on the company’s website

Documents from General Meetings

Here you can access documents from Nordisk Bergteknik’s Annual General Meetings. Note! Documents are in swedish.

Vindkraftspark Markbygden

Annual General Meeting 2022

Nordisk Bergteknik´s Annual General Meeting for 2022 will be held in Gothenburg on June 8, 2022. 

Shareholders wishing to have a matter addressed at the AGM shall submit a request in writing to the Board of Directors. The Board of Directors must have received the matter to be addressed no later than 15 March 2022 at the following address:

Nordisk Bergteknik AB (publ), Att: Board of Directors, Östra Hamngatan 52, 411 08 Gothenburg.