General meeting

The Annual General Meeting of Bilia AB is the highest decision-making body in the Bilia Group. At the AGM the shareholders exercise their right to vote in order to make decisions regarding the composition of the Board and other important matters. Share-holders wishing to present proposals to the Nominating Committee or the Annual General Meeting are welcome to contact Bilia or the Nominating Committee. Only shares of Series A are issued in the company, and each share entitles the holder to one vote, with no limits on how many votes a shareholder can cast. According to the Articles of Association, the company’s Board of Directors shall consist of at least seven and at most ten members, with at most an equal number of deputy members. 

There are no special restrictions in the Articles of Association for appointing or removing board members or amending the Articles of Association. The instructions issued by the AGM in 2016 are followed for the nomination of Board members. The AGM is subject to the Swedish Companies Act, the Articles of Association and the Swedish Code of Corporate Governance. Bilia’s Articles of Association are shown at the end of the annual report and are also available on the company’s website. For more information on the Swedish Code of Corporate Governance, see www.bolagsstyrning.se.

The shareholders of Bilia AB, org.no. 556112-5690, are hereby given notice of the Annual General Meeting (“AGM”) to be held on Wednesday 26 April 2023 at 14:00 at Haga Norra, Torfredsplatsen 1, Solna. Registration for the AGM will commence at 13:00.  

The Board of Directors has decided that the shareholders shall be able to exercise their voting rights by postal voting in accordance with the company´s articles of association.

Notice AGM Bilia 2023 

 

Preconditions for participation

 

A. Shareholders who wish to participate at the AGM by postal voting must:

• be recorded in the shareholders’ register kept by Euroclear Sweden AB as per 18 April 2023,

and must notify its intention to participate by casting its postal vote in accordance with the instructions under the heading “Postal voting” so that the postal vote is received by the company through Computershare AB no later than 20 April 2023.

B. Shareholders who wish to participate at the AGM in person or by proxy must:

• be recorded in the shareholders’ register kept by Euroclear Sweden AB as per 18 April 2023,
• and must notify its intention to participate to the company at the latest on 20 April 2023 by letter to Computershare AB, “Bilia AB årsstämma 2023”, Box 5267, SE- 102 46 Stockholm, Sweden, via e-mail to proxy@computershare.se, via the company´s website www.bilia.com or by phone + 46 771 24 64 00 (weekdays between 09:00 and 16:00). When notifying the company, preferably in writing, this should include details of name, address, telephone number, registered shareholding and number of advisors, if any.

 

To be entitled to participate in the AGM, a shareholder whose shares are held in the name of a nominee must, in addition to providing notification of participation, register its shares in its own name so that the shareholder is registered in the share register relating to the circumstances on 18 April 2023. Such registration may be temporary (so-called voting right registration) and is requested from the nominee in accordance with the nominee´s procedures and in such time in advance as the as the nominee determines. Voting right registration completed by the nominee no later than 20 April 2023 are taken into account when preparing the share register.

 

Participation in person or by proxy

Shareholders who wish to attend in person in the meeting room, in person or by proxy, must notify its intention in accordance with B) above. This means that notice by postal voting only is not enough for anyone who wishes to attend in the meeting room.

Where representation is being made by proxy, the proxy form shall be sent to the company to the above address before the AGM. If the shareholder is a legal entity, a certificate of incorporation or a corresponding document shall be enclosed.

 

Power of Attorney 

 

Postal voting

A special form shall be used for postal voting, see below.

The completed and signed voting form must be received by Bilia through Computershare AB no later than 20 April 2023. The form may be submitted by post to Computershare AB, ”Bilia AB AGM 2023”, Box 5267, 102 46 Stockholm or via e-mail proxy@computershare.se. Shareholders may also cast their postal votes electronically through Swedish BankID verification via Bilia´s website www.bilia.com. Shareholders who are represented by a proxy holder shall submit a proxy form enclosed to the voting form. If the shareholder is a legal entity, a certificate of incorporation or a corresponding document shall be enclosed to the form.

Shareholders are not permitted to add special instructions or conditions to their postal votes. If this is done, the vote (i.e. the postal vote in its entirety) will be invalid. Further instructions and conditions can be found on the postal voting form.

For questions about the meeting or to have the postal voting form sent by post, please contact Computershare AB on telephone + 46 771 24 64 00.

 

Postal voting form

Postal voting form (eletronically with BankID)