The shareholders of B&B TOOLS AB (publ), org.no 556034-8590 (the”Company”), are hereby convened to the extra general meeting on Wednesday, 21 June 2017, there is a 11:00 am at the Iva conference Centre, Grev Turegatan 16, Stockholm. The registration to the meeting starts there at 10.30.
NOTIFICATION OF PARTICIPATION
Shareholders who wish to participate in the annual general meeting shall
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be registered in the Euroclear Sweden AB share database on Thursday, 15 June 2017,
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notify the Company’s head office by post to the following address “Extra general meeting on 21 June 2017”, the B&B TOOLS AB (publ), Box 10024, 100 55 Stockholm, sweden, by telephone 010-454 79 60 or via e-mail EGM21juni@bbtools.com no later than Thursday 15 June 2017.
The notification should include the shareholder’s name, personal identity number (corporate registration number), address, telephone number, number of shares and of any advisors, maximum two. The data received will be computerized and used for the meeting.
Shareholders who have nominee registered their shares must, in order to exercise voting rights at the annual general meeting, temporarily register the shares in their own name. Such registration must be effected no later than Thursday 15 June 2017.
If participation is by proxy, with the support of the power of attorney, in writing by the shareholder, signed and dated power of attorney, and any documents of authorization, must be produced in original before the meeting’s start. Representatives for legal entities must also submit a certified copy of the registration certificate or a corresponding authorization document that shows that they are on their own may represent the legal person in connection with the notification.
The company provides the shareholders with a proxy form, which can be obtained at the Company’s headquarters or on the Company’s website www.bbtools.com by 31 may 2017.
DRAFT AGENDA
Opening of the meeting.
The election of the chairman at the meeting.
Preparation and approval of the voting list.
The approval of the board of directors ‘ proposed agenda.
The choice of one or two persons to verify the minutes.
Examination of whether the meeting has been duly convened.
Decision on the amendment of the articles of association regarding the Company’s name.
Closure of the meeting.
THE BOARD OF DIRECTORS ‘ PROPOSAL FOR A DECISION
Item 7 – Decision on amendment of the articles of association regarding the company’s name.
The board of directors proposes to the extraordinary general meeting of shareholders decides on the amendment of the Company’s name from the B&B TOOLS ab Bergman & Beving limited liability Company by amending the Company’s articles of association § 1, first sentence. This amendment is prompted by a division of B&B TOOLS group into two separate publicly traded companies through the spin-off and separate listing of the segment the Momentum Group AB (publ).
For a valid decision under the present proposal requires the support of shareholders with at least two-thirds of both the votes cast and the shares represented at the annual general meeting.
THE NOMINATION COMMITTEE’S PROPOSAL FOR A DECISION
Item 2 – Election of chairman at the meeting
The nomination committee proposes that the chairman of the board Anders Börjesson elected to chair the meeting.
OF SHARES AND VOTES
The company has a total issued 28 463 416 shares, of which 1 063 780 shares of series A and 27 372 636 shares of series B, of which the Company holds 171 000 shares of series B. The total number of votes in the Company, after deduction of the shares the Company holds, is 37 839 436. The data refer to the ratio at issuing.
A SHAREHOLDER’S RIGHT TO REQUEST INFORMATION
Under 7 chapter. Section 32 of the Swedish companies act, the management board and the executive director, if any shareholder so requests and the board believes that it can be done without material harm to the Company, at the meeting provide information about circumstances that may affect the assessment of a matter on the agenda.
DOCUMENTS
Board of directors ‘ complete proposal under item 7 will be held available at the Company no later than Wednesday, 31 may 2017, and will be sent to shareholders who so request and state their postal address. The board’s complete proposals will also be available on the Company’s website from the same time and will also be presented at the meeting.
Stockholm in may 2017
The BOARD of directors
CONTACT information
Mats Karlqvist, Head – Investor Relations, B&B TOOLS AB, telephone 070-660 31 32
This information is such as the B&B TOOLS AB (publ) is obliged to publish in accordance with the Nasdaq Stockholm’s rule book for issuers. The information was submitted for publication on 22 may 2017 there is a 18:55 CET.
The invitation to the extraordinary general meeting held on 21 June En