Lagercrantz

The shareholders of Lagercrantz Group AB (publ) (“the Company”) are hereby given notice to attend the Annual General Meeting to be held at 4.00 p.m., on Monday, 26 August 2024, at IVA’s Conference Centre, Grev Turegatan 16 in Stockholm.

The Board of Directors has decided to allow shareholders to exercise their voting rights by postal voting before the Annual General Meeting (AGM) in accordance with the Company’s articles of association.
 

NOTICE OF PARTICIPATION

Attending the meeting venue in person

In order to be entitled to attend the meeting in person, the shareholder must:

1. be registered under their own name (not nominee-registered) in the share register kept by Euroclear Sweden AB no later than Monday, 16 August 2024.

2. give notice of participation via the website www.lagercrantz.com or by telephone +46 8 402 9186, to the Company’s head office with the address Lagercrantz Group AB (publ), Attn: The Annual General Meeting, c/o Euroclear Sweden AB, Box 191, SE-101 23 Stockholm or via e-mail to GeneralMeetingService@euroclear.com no later than Tuesday, 20 August 2024, at 3.00 p.m.

The notice of participation must contain the shareholders’ name, social security number (company registration number), address, telephone number and the number of shares as well as any assistants. The information provided in the notice of participation will only be processed for the purposes of the AGM 2024.

Registered participants will receive an entrance card for the AGM by post, no later than the day before the AGM.

Where participation is based on a proxy, a power of attorney must be submitted to the Company well in advance of the AGM. The power of attorney must not be issued earlier than five years prior to the date of the AGM. Representatives of a legal person must also submit a registration certificate, or other corresponding authorisation documentation. The Company provides a form of proxy to the shareholders, which is available at the Company’s head office or on the website: www.lagercrantz.com. 

Participation by postal voting

In order to be entitled to participate in the AGM through postal voting, shareholders must:

1. be registered under their own name (not nominee-registered) in the share register kept by Euroclear Sweden AB no later than Friday, 16 August 2024.
    
2. give notice of participation no later than Tuesday, 20 August 2024, by submitting a postal vote in accordance with the instructions below, so that the postal voting form is received by Euroclear Sweden AB no later than that day. A special form shall be used for postal voting. The postal voting form is available on the Company's website, www.lagercrantz.com. The completed and signed postal voting form may be sent by post to Lagercrantz Group AB (publ), Attn: The Annual General Meeting, c/o Euroclear Sweden AB, Box 191, SE-101 23 Stockholm or by e-mail to GeneralMeetingService@euroclear.com. Shareholders may also submit the postal vote electronically by verifying with BankID via the Company’s website, www.lagercrantz.com. The postal vote must be received by the Company/Euroclear Sweden AB no later than Tuesday, 20 August 2024. 

If the shareholder postal votes by proxy, a written and dated power of attorney signed by the shareholder must be attached to the postal voting form. If the shareholder is a legal person, a registration certificate (or other corresponding authorisation document) must be attached to the form. A form of proxy is available on the Company's website, www.lagercrantz.com.

Shareholders may not provide the advance vote with special instructions or conditions. If this occurs, the vote is invalid. Further instructions are provided in the postal voting form. 

A shareholder who has postal voted also has the possibility to attend the meeting venue, provided that notice of participation has been given in the way prescribed above for such attendance. 
 

NOMINEE-REGISTERED SHARES

Shareholders whose shares are registered in the name of a nominee must, temporarily register the shares in their own name, in order to be able to exercise their voting rights at the AGM. Such re-registration must be completed no later than Tuesday, 20 August 2024. Requests for such registration must be made to the nominee a few banking days before Tuesday, 20 August 2024 in order for the registration to be completed in time.
 

PROPOSED AGENDA
 

1. Opening of the AGM.
2. Election of Chairman of the AGM.
3. Preparation and approval of the voting list.
4. Approval of agenda.
5. Election of one or two persons to verify the minutes.
6. Determination of whether the AGM has been duly convened.
7. Address by the President and CEO
8. Presentation of:
   1. the Annual Accounts and the Consolidated Financial Statements and the report on the work of the Board of Directors and the committees of the Board of Directors, and
   2. the Audit Report and the Audit Report for the Group and the statement on remuneration principles for senior executives.
9. Resolutions regarding:
   1. adoption of the Income Statement and the Balance Sheet and the Consolidated Income Statement and the Consolidated Balance Sheet,
   2. appropriation of the Company’s profit in accordance with the adopted Balance Sheet, and
   3. discharge from liability for the members of the Board of Directors and the President.
10. Report on and resolution regarding the principles and work of the Election Committee.
11. Resolution regarding the number of Board members.
12. Resolution regarding fees for the Board of Directors and the Auditors.
13. Election of Board members.
14. Election of Chairman of the Board of Directors.
15. Election of Auditors until the AGM 2025.
16. Proposal by the Board of Directors’ Remuneration Report.
17. The Board’s proposal on Guidelines for renumeration to senior executives
18. Authorisation for the Board of Directors to take decisions on purchase and assignment of own shares.
19. Proposal by the Board of Directors for a resolution regarding the issuance of call options on repurchased shares and assignment of repurchased shares to managers and senior executives in the Group.
20. Authorisation for the Board to resolve on a new issue of up to 10 percent of the number of B shares.
21. Other matters arising.
22. Closing of the AGM.

Stockholm, 23 July 2024

The Board of Directors
Lagercrantz Group AB (publ)