Anoto

The Annual General Meeting (the (“AGM”) in Anoto Group AB (publ) (the ”Company”) has been held on 15 July 2024 and in particular the following decisions were resolved.

Balance sheet, income statement and dividend

The AGM resolved to adopt the balance sheet, income statement, consolidated balance sheet and consolidated income statement for 2023. Furthermore, it was resolved that no dividend will be distributed and that the unrestricted equity in the parent company shall be carried forward.

The Board

The AGM resolved to discharge the Board members and the Chief Executive Officers from liability for 2023.

As member of the Board of Directors until the end of the next AGM, the AGM re-elected Kevin Adeson. Further, Alexander Fällström (previously deputy board member) and Gary Stolkin was elected as new Board members.

The AGM re-elected Kevin Adeson as the Chairman of the Board of Directors.

Election of auditor

On 20 December 2023, it was announced that the Board of Directors had received information from the Company's auditor, the auditing company BDO Mälardalen AB ("BDO"), that the auditor would not extend the assignment for the last year of the mandate, i.e. from the AGM 2024 up to and including the AGM 2025. After discussions, BDO has now informed the Company that BDO remains as auditor in Anoto also for the remaining year of the mandate, which is highly appreciated by the Company.

Authorisation for the Board of Directors to issue new shares, warrants and/or convertible bonds

The AGM resolved to authorise the Board of Directors to resolve, with or without deviation from the shareholders’ preferential rights, against cash payment, for payment in kind or by way of set-off, to issue ordinary shares, warrants and/or convertible bonds that involve the issue of or conversion into a maximum of 66,400,000 ordinary shares, corresponding to a dilution of approximately 20 per cent of the share capital and votes, based on the current number of shares in the Company.

The purpose of this authorisation and the reason for any disapplication of the shareholders' preferential rights is to increase the flexibility of the Company to finance the ongoing business and at the same time extend and strengthen the Company’s shareholder base of strategic or long term investors. The basis for the issue price shall be according to the prevailing market conditions at the time when shares, warrants and/or convertible bonds are issued.

Attachment

• Anoto_stämmokommuniké AGM 2024