|Delayed - 12/04 11:29:54 am|
NCC : Notification of the Extraordinary General Meeting of NCC AB
|10/08/2020 | 08:04am|
The shareholders of
In order to prevent the spread of the Corona virus, the Board of Directors has decided that the EGM shall be held without the physical presence of shareholders, representatives and external parties and the EGM will only be conducted by postal voting.
Registration and participation
Shareholders who wish to participate in the EGM via postal voting must:
· be registered in the shareholders' register maintained by
· notify their intention to participate by having submitted a postal vote in accordance with the instructions under the heading "Postal voting" below in such a manner that
Shareholders whose shares are held in the name of a trustee must, in addition to providing notification of participation in the EGM, re-register the shares in their own name so that the shareholder is registered in the share register on
The Board of Directors has decided that the shareholders may only exercise their voting rights by postal voting pursuant to Section 22 to the Swedish Act on Temporary Exemptions to Facilitate the Execution of General Meetings in Companies and Associations (2020:198).
For postal voting, a special form must be used, which is available on the Company's website, ncc.se (http://www.ncc.se/) and at the Company's headquarters, Herrjärva Torg 4, SE-170 67 Solna,
Shareholders are not allowed to include special instructions or conditions in the postal vote. If special instructions or conditions are included, such a postal vote is rendered invalid. Further information and conditions can be found on the postal voting form and on https://anmalan.vpc.se/euroclearproxy.
Votes received later that
For questions about the postal voting form, please contact
1. Opening of the Meeting.
2. Election of Chairman of the Meeting.
3. Election of two officers, in addition to the Chairman, to verify the minutes.
4. Preparation and approval of the voting list.
5. Approval of the agenda.
6. Determination of whether the Meeting has been duly convened.
7. Resolution on dividend.
8. Resolution on amendment of the Articles of Association.
9. Closing of the Meeting.
The Board of Directors has proposed the following resolutions.
Item 2: The Board of Directors proposes
Item 4: The voting list that is proposed to be approved under item 4 on the agenda is the voting list that
Item 7: The Board of Directors proposes that a dividend be paid in a cash amount of
According to the most recently adopted balance sheet dated
Item 8: The Board of Directors proposes that the following provisions are included in the Articles of Association:
"§ 15 Collection of powers of attorney and postal voting
The Board of Directors may collect powers of attorney in accordance with the procedure set out in Chapter 7, Section 4 second paragraph of the Swedish Companies Act.
In connection with a general meeting, the Board of Directors may decide that the shareholders should be able to exercise their voting rights by mail, prior to the general meeting."
As a consequence, it is proposed that the existing provisions of the Articles of Association be renumbered, whereby the current Article 15 is changed to Article 16.
For a resolution in accordance with the Board of Directors' proposal under item 8, the decision must be supported by shareholders representing at least two-thirds of both the votes cast and the shares represented at the EGM.
Right to receive information
The Board of Directors and the CEO must, if a shareholder so requests and the Board of Directors considers it possible without this resulting in material damage to the company, provide information concerning conditions that could influence the assessment of an item on the agenda. Requests to receive such information must be submitted in writing to
Documentation and further information
The Board of Directors' statement pursuant to Chapter 18, Section 4 of the Swedish Companies Act and report pursuant to Chapter 18, Section 6 of the Swedish Companies Act, auditor's statement pursuant to Chapter 18, Section 6 of the Swedish Companies Act, annual report and audit report for the 2019 financial year 2019, the proposed new Articles of Association in full and the form for postal voting are available at the Company and on the Company's website, ncc.se (http://www.ncc.se/). Copies of documents will be sent free of charge to shareholders who so request and provide their postal address or e-mail address. Such requests can be sent to
Shares and voting rights
As of the date of issue of this official notice, the total number of shares in the Company was 108,435,822, representing a total of 225,393,666 voting rights, comprising 12,995,316 Series A shares (10 votes per share), representing 129,953,160 voting rights, and 95,440,506 Series B shares (one vote per share) representing 95,440,506 voting rights, including 764,267 own Series B shares and representing 764,267 voting rights. The Company is not entitled to vote for own shares.
Processing of personal data
For information on how your personal data is processed, reference is made to
Board of Directors
For additional information, please contact:
NCC's media line: +46 8 585 519 00, E-mail: email@example.com, NCC's Mediabank (https://www.ncc.group/media/images-and-films/)
About NCC. Our vision is to renew our industry and provide superior sustainable solutions. NCC is one of the leading companies in the Nordics within construction, infrastructure and property development, with sales of over
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