Shareholders in Moberg Pharma AB (publ), reg. no. 556697-7426 (the “Company”), are hereby convened to the Extraordinary General Meeting on 9 October 2023 at 09:30 on Advokatfirman Schjødt, Hamngatan 27 in Stockholm.
Attendance at the Extraordinary General Meeting
Shareholders who wish to participate in the Extraordinary General Meeting must:
To be entitled to participate in the Extraordinary General Meeting, shareholders whose shares are held in the name of a nominee must, in addition to providing notification of their participation in the Extraordinary General Meeting, re-register the shares in their own name so that the shareholders are registered in the share register on the record date on 29 September 2023. This re-registration may be temporary (so-called “voting right registration”) and is carried out through the nominee according to their procedures at a time predetermined by the nominee. Voting rights registration that has been completed by the nominee no later than 3 October 2023, are considered when preparing the share register. Please note that this procedure may also apply with respect to shares held on a bank’s shareholder deposit account and certain investment savings accounts.
A shareholder who wishes to be represented by proxy shall issue a written and dated Power of Attorney to the proxy holder. If the Power of Attorney is issued by a legal entity, a certified copy of the registration certificate or corresponding document ("Registration Certificate") shall be enclosed. The Power of Attorney must not be more than one year old, however, the Power of Attorney may be older if it is stated that it is valid for a longer term, maximum five years. The Power of Attorney in original as well as any Registration Certificate must be presented at the Extraordinary General Meeting. The Company provides Power of Attorney-forms on the Company’s website, www.mobergpharma.se.
Number of shares and votes
As per the date of this notice, there are a total of 27,743,082 ordinary shares in the Company, corresponding to in total 27,743,082 votes. Each ordinary share entitles the holder to one vote at the general meeting. No series C shares have been issued. At the time of issuing this notice, the Company holds 445,974 ordinary shares that do not qualify for voting rights at the general meeting.
Proposed Agenda
PROPOSALS FOR RESOLUTION
Approval of the Board of Directors’ resolution to issue warrants (item 7)
The Board of Directors proposes that the Extraordinary General Meeting approves the Board of Directors' resolution to carry out an issue of warrants of series 2023:1 on the following terms and conditions.
The CEO or a person appointed by the CEO shall be authorized to make any minor adjustment required to register the resolution with the Swedish Companies Registration Office or Euroclear Sweden AB.
A resolution in accordance with this proposal requires the support of shareholders representing at least two thirds of the votes cast and the shares represented at the meeting.
Shareholders’ right to request information
The shareholders are reminded of their right to receive information from the Board of Directors and the CEO in accordance with Chapter 7, Section 32 of the Swedish Companies Act.
Documents
Documents according to the Swedish Companies Act will be made available to the shareholders at the Company and on the Company's website, www.mobergpharma.se, no later than three weeks before the meeting and will be sent free of charge to the shareholders who request it from the Company and state their address.
Processing of personal data
For information on how personal data is processed in connection with the Extraordinary General Meeting, see the integrity policy that is available at Euroclear’s website, https://www.euroclear.com/dam/ESw/Legal/Privacy-notice-bolagsstammor-eng....
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Stockholm in September 2023
Moberg Pharma AB (publ)
The Board of Directors