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Beskrivning
| Land | Sverige |
|---|---|
| Lista | Euronext Growth Oslo |
| Sektor | Råvaror |
| Industri | Gruvdrift & metaller |
The shareholders of Akobo Minerals AB (publ), company registration no 559148-1253 (the "Company"), are hereby invited to participate in the Annual General Meeting ("AGM") to be held on 25 June 2025 at 11:00 CEST at the Company's office at Södra Allégatan 13, Göteborg, Sweden.
Participation
Shareholders that wish to participate in the procedures at the AGM must:
· on 16 June 2025, be recorded as shareholders in the share register kept by Euroclear Sweden AB (temporary registration for shareholders registered at the Norwegian CSD, Euronext Securities Oslo (formerly VPS) is made by DNB Bank ASA after notification by the shareholder according to the below); and
· by no later than 18 June 2025 give notice to the Company of their intention to participate at the AGM. Notice shall be given in writing by e-mail at ir@akobominerals.com or by mail to Akobo Minerals AB (publ), Södra Allégatan 13, 413 01 Göteborg, Sweden.
In providing such notice the shareholder should state its name, address, personal registration number or company registration number, telephone number, shareholdings and if applicable, the number of accompanying assistants (a maximum of two). The notice must also, where applicable, for example regarding legal entities, be accompanied by complete authorization documents such as a registration certificate or equivalent.
Proxy etc.
Shareholders who are represented by proxy must submit to the Company a written, signed and dated power of attorney for the representative. The period of validity of the power of attorney may not exceed five years provided it has been specifically stated. If no period of validity is stated, the power of attorney
is valid for a maximum of one year. If the power of attorney is issued by a legal entity, a certified copy of the registration certificate or equivalent must be submitted to the Company by mail together with the original copy of the power of attorney in good time before the AGM at the address mentioned above.
The registration certificate may not be issued earlier than one year before the date of the AGM. Power of attorney forms are available at the Company's website www.akobominerals.com.
Nominee-registered shares
In order to be entitled to participate in the meeting, a shareholder who has his shares registered with a nominee must, in addition to giving notice of its intention to participate in the AGM, have the shares registered in his own name so that the shareholder is included in the share register on the record date on 16 June 2025. Such re-registration may be temporary (so-called voting rights registration) and is requested from the nominee according to the nominee's routines at such time in advance as the nominee decides. Registration of voting rights made by the nominee no later than 18 June 2025 will be taken into account in the presentation of the general meeting share register.
Especially for shareholders registered with Euronext Securities Oslo
Shareholders registered with Euronext Securities Oslo (formerly VPS) who are not registered with Euroclear Sweden AB, Sweden, and wish to be entitled to vote at the AGM must notify DNB Bank ASA by no later than 11 June 2025, at 12.00 noon CEST. The notice shall be sent to DNB Bank ASA, Verdipapirservice, PB 1600 Sentrum, N-0021 Oslo, Norway or by e-mail at vote@dnb.no. The notification must state the name, personal registration number or company registration number and number of shares. DNB Bank ASA will temporarily register the shares with Euroclear Sweden AB in the name of the shareholder. In addition, shareholders registered with Euronext Securities Oslo must give notice to the Company of their intention to participate according to the above in order to obtain voting rights at the AGM. Shareholders registered with Euronext Securities Oslo who have only given notice to the Company of their intention to participate may participate at the AGM without voting rights.
Proposed agenda
- Election of chairman of the meeting
- Drawing up and approval of the voting list
- Election of one or two persons to verify the minutes
- Determination as to whether the meeting has been duly convened
- Approval of the agenda
- Presentation of annual report and auditor's report as well as consolidated accounts and consolidated auditor's report.
- Resolution regarding:
a) adoption of the income statement and balance sheet as well as the consolidated income statement and consolidated balance sheet
b) allocation of the company's profits or losses as set forth in the adopted balance sheet
c) discharge from liability for members of the board of directors and the managing director
- Determination of fees to the board of directors and the auditor
- Election of members of the board of directors and the auditor
- Resolution to amend the articles of association
- Resolution regarding authorization for the board of directors to resolve upon the new issue of shares, warrants and/or convertibles
- Closing of the meeting
Item 8 - Determination of fees to the board of directors and the auditor
Kanoka invest AS (the "Shareholder"), proposes that the Annual General Meeting ("AGM") resolves that, for the period until the next Annual General Meeting, the Chairman of the board shall be remunerated with SEK 300,000 and other ordinary board members, except for those who are employed by the Company and therefore receive salary from the Company, shall be remunerated with SEK 100,000 each. It is proposed that the auditor be remunerated against an approved bill.
Item 9 - Election of members of the board of directors and the auditor
The Shareholder proposes that the AGM resolves that the board of directors shall consists of four board members without any deputy board members.
The Shareholder propose that the AGM resolves to, until the time of the next AGM, re-elect Hans Olav Torsen as Chairman of the board and Carl Eide and Helge Rushfeldt as ordinary board members.
It is further proposed that Wondwossen Zeleke Tessema be elected as a new member of the board of directors. Mr. Tessema brings extensive mining experience from the MIDROC Legadembi gold mine, as well as more than 14 years of service as General Manager for Africa Oil Corporation in Ethiopia, part of the Lundin Group of Companies.
The Shareholder further propose that the auditing company Frejs Revisorer AB be re-elected as the Company's auditor with the authorized public accountant Sébastien Argillet as the principal auditor.
Item 10 - Resolution to amend the articles of association
The board of directors' proposal to amend § 4 of the articles of association
Current wording
The share capital shall amount to not less than 5,759,790 SEK and not more than 23,039,160 SEK.
Proposed wording
The share capital shall amount to not less than 6,991,072 SEK and not more than 27,964,288 SEK.
The board of directors' proposal to amend § 5 of the articles of association
Current wording
The number of shares shall amount to not less than 155,000,000 and not more than 620,000,000.
Proposed wording
The number of shares shall amount to not less than 188,134,700 and not more than 752,538,800.
The board of directors or the CEO shall have the right to make the minor adjustments in this resolution that may be necessary in connection with registration of the resolution with the Swedish Companies Registration Office.
A valid resolution requires the support of shareholders who represent at least two-thirds of both the votes cast and the shares represented at the Annual General Meeting.
Item 11 - Resolution regarding authorization for the board of directors to
resolve upon the new issue of shares, warrants and/or convertibles
The board of directors proposes that the Annual General Meeting resolves to authorise the board of directors to, on one or several occasions until the next Annual General Meeting, with or without deviation from the shareholders' pre-emptive rights, against payment in cash, non-cash consideration or through set-off, resolve on new issues of shares, convertibles and/or warrants.
The board of directors or the CEO shall have the right to make the minor adjustments in this resolution that may be necessary in connection with registration of the resolution with the Swedish Companies Registration Office.
A valid resolution requires the support of shareholders who represent at least two-thirds of both the votes cast and the shares represented at the Annual General Meeting.
Number of shares and votes in the Company
At the time of the issuance of this notice, the total number of registered shares and votes in the Company amounts to 188,134,700. The Company does not hold any own shares.
Miscellaneous
The annual report and auditor's report will be kept available at the Company's office and website no later than three (3) weeks before the general meeting. Copies of the documents will be sent, free of charge, on request to such shareholders who provide their address from the date they come available. Shareholders of the Company are, where the board of directors believes that it may take place without significant harm to the Company, at the general meeting entitled to receive information in respect of any circumstances which may affect the assessment of a matter on the agenda (i.e. the right to request information pursuant to Chapter 7, Sections 32 and 57 of the Swedish Companies Act).
Personal information
For information on how your personal information is treated see the privacy policy available on Euroclear's website,https://www.euroclear.com/dam/ESw/Legal/Privacy_notice_BOSS_20181023.pdf
Gothenburg, May 2025
Akobo Minerals AB (publ)
The board of directors