Notice to attend the extraordinary general meeting in ÅAC Microtec AB (publ)The shareholders in ÅAC Microtec AB (publ), reg. no. 556677-0599, are hereby given notice to attend the extraordinary general meeting at 29 October 2019 at 13:00 p.m. (CET) at the company's premises at Dag Hammarskjölds väg 48, 752 37 Uppsala, Sweden. Registration for the meeting commences at 12:30 p.m. (CET). Notice
Shareholders wishing to participate at the meeting must:
(i) be entered in the shareholders' register, kept by Euroclear Sweden AB (the Swedish Central Securities Depository & Clearing Organisation), on the record day which is 23 October 2019; and
(ii) notify the company of their attendance and any assistant no later than 23 October 2019. Notification can be made via letter to ÅAC Microtec AB, Attn: Ann-Christin Lejman, Uppsala Science Park, SE-751 83 Uppsala, Sweden or by e-mail to [email protected].
Notification shall include full name, personal identification number or corporate registration number, address and daytime telephone number and, where appropriate, information about representative, proxy and assistants. The number of assistants may not be more than two. In order to facilitate entry to the meeting, notification should, where appropriate, be accompanied by powers of attorney, registration certificates and other documents of authority.
Nominee registered shares
Shareholders who have their shares registered in the name of a nominee must request temporary entry in the transcription of the share register kept by Euroclear Sweden AB in order to be entitled to participate and vote for their shares at the meeting. The shareholder must inform the nominee well in advance of 23 October 2019, at which time the register entry must have been made.
Proxy
A shareholder represented by proxy shall issue a power of attorney which shall be dated and signed by the shareholder. If issued by a legal entity, the power of attorney shall be accompanied by registration certificate or, if not applicable, equivalent documents of authority. Power of attorney forms for those shareholders wishing to participate by proxy are available on the company's website www.aac-clyde.space. The original version of the power of attorney shall also be presented at the meeting.
Proposed agenda
0. Opening of the meeting
1. Election of chairman of the meeting;
2. Preparation and approval of the voting list;
3. Approval of the agenda;
4. Election of one (1) or two (2) persons who shall approve the minutes of the meeting;
5. Determination of whether the meeting has been duly convened;
6. Resolution on changing the articles of association (including a change of the company name, the limits for the share capital and number of outstanding shares);
7. Closing of the meeting.
The board of directors' proposed resolutions
The board of directors of the company has presented the following proposed resolution in relation to item 6 in the proposed agenda.
Item 6. Resolution on changing the articles of association (including a change of the company name, the limits for the share capital and number of outstanding shares)
The board of directors proposes that the extraordinary general meeting resolves to change the company name from ÅAC Microtec AB to AAC Clyde Space AB through a change in the first clause (1§) in the articles of association in accordance with the following.
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Present wording
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Proposed wording
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The name of the Company is ÅAC Microtec AB.
The Company is a public company (publ).
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The name of the Company is AAC Clyde Space AB.
The Company is a public company (publ).
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The board of directors proposes that the extraordinary general meeting resolves to change the limits for the share capital through a change in the fourth clause (4§) in the articles of association in accordance with the following.
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Present wording
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Proposed wording
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The Company's share capital shall be not less than SEK
1,200,000 and not more than SEK 4,800,000.
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The Company's share capital shall be not less than SEK
3,600,000 and not more than SEK 14,400,000.
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The board of directors proposes that the extraordinary general meeting resolves to change the limits for the number of outstanding shares through a change in the fifth clause (5§) in the articles of association in accordance with the following.
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Present wording
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Proposed wording
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The number of shares in the Company shall be no less than
30,000,000 and no more than 120,000,000.
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The number of shares in the Company shall be no less than
90,000,000 and no more than 360,000,000.
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Majority requirements
A resolution in accordance with item 6 requires support by shareholders holding not less than two-thirds (2/3) of both the shares voted and of the shares represented at the general meeting.
Number of shares and votes in the company
The total number of shares in the company at the time of issuance of this notice is 96 207 759. The company does not hold any of its own shares.
Shareholders' right to request information
Pursuant to Chapter 7 section 32 of the Swedish Companies Act (Sw. aktiebolagslagen (2005:551)) the board of directors and the managing director are under a duty to, if any shareholder so requests and the board of directors deems that it can be made without material damage to the company, provide information, regarding circumstances which may affect the assessment of a matter on the agenda or of the company's economic situation. Such duty to provide information also comprises the company's relation to the other group companies, the consolidated financial statements and such circumstances regarding subsidiaries which are set out in the foregoing sentence.
Documentation
Complete proposal in relation to item 6 and related documentation pursuant to the Swedish Companies Act will be kept available at the company's office not later than two weeks before the meeting. The documents will be sent free of charge to shareholders who so request and state their postal address. The documents will also be made available not later than the aforementioned date on the company's website www.aac-clyde.space. All the above mentioned documents will also be presented at the general meeting.
Offical version of notice to attend the extraordinary general meeting
The official version of the notice to attend the extraordinary general meeting is in the Swedish language and available for download at www.aac-clyde.space. ÅAC Microtec AB (publ)
Uppsala, September 2019 The board of directors FOR MORE INFORMATION:
Please visit: www.aac-clyde.space or contact:
CEO Luis Gomes [email protected]
Chairman of the Board Rolf Hallencreutz, [email protected]
The following documents can be retrieved from beQuoted
AAC Microtec Notice Extraordinary General Meeting.pdf ABOUT AAC CLYDE SPACE
The group AAC Clyde Space offers turnkey solutions and services from mission design to on-orbit operations, including reliable customizable satellite platforms in the range of 1 to 50 kg and a full range of subsystems for cube and small satellites. With unrivalled flight heritage and end-to-end service, AAC Clyde Space enables customers to reach their mission goals through a single, trusted point of contact.
ÅAC Microtec's shares are traded on Nasdaq First North Premier Growth Market. Erik Penser Bank AB, e-mail [email protected], telephone +46 8 463 83 00, is the Certified Adviser.
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