Annual General Meeting

The shareholders’ influence in the Company is exercised at the Annual General Meeting, which, in accordance with the Swedish Companies Act, is the Company’s highest decision-making body. In its capacity as the Company’s highest decision-making body, the Annual General Meeting is authorized to decide every issue in the Company that does not constitute the exclusive competence of another corporate body. The Annual General Meeting thus has a clearly superior position in relation to the Company’s Board and CEO.

The Company’s Annual General Meeting (AGM) shall, in accordance with the Swedish Companies Act, be held within six months from the end of each financial year and consider decisions on the adoption of the income statement and balance sheet, dispositions concerning the Company’s profit or loss, discharge of liability towards the Company and remuneration to board members and the auditor. The Annual General Meeting also decides on other significant issues for the Company, such as amendments to the Company’s Articles of Association, authorizations and decisions on new issues and more. The Board may also convene an Extraordinary General Meeting if the Board finds that there is reason to hold a general meeting between the time of the Annual General Meetings or if the auditor or an owner with at least one tenth of all shares in writing to the Company requests that a general meeting be held.

In accordance with the Company’s Articles of Association, notice of the Annual General Meeting shall be given by advertising and by making the notice available on the Company’s website (www.wastbygg.se). The massage that a notice of the Annual General Meeting has been given must also be announced in Dagens Industri. Notice of the Annual General Meeting shall, in accordance with the Swedish Companies Act, be issued no earlier than six and no later than four weeks before the Annual General Meeting. A notice convening an Extraordinary General Meeting to decide on a question of amending the Articles of Association shall be issued no earlier than six and no later than four weeks before the meeting with another notice convening an Extraordinary General Meeting shall be issued no earlier than six and no later than three weeks before the meeting.

Shareholders’ right to attend and vote at the Annual General Meeting, either in person or by proxy, is added to the shareholders entered in the Company’s share register kept by Euroclear Sweden no later than the day stated in the notice (ie on the record date) and notifies their participation in the Company no later than the date specified in the notice convening the meeting. Shareholders may bring one or two assistants to the Annual General Meeting, but only if the shareholder notifies the number of assistants to the Company in accordance with the procedure that applies to shareholders’ registration at the Annual General Meeting. Every shareholder in the Company who reports a matter with sufficient forethought has the right to have the matter considered at the Annual General Meeting.

In order to determine who has the right to participate and vote at the Annual General Meeting, Euroclear Sweden shall, at the Company’s request, provide the Company with a list of all holders of shares as of the record date in connection with each Annual General Meeting. Shareholders who have their shares nominee-registered must instruct the nominee to temporarily register the shares in the shareholder’s name in order to have the right to participate and vote for their shares at the Annual General Meeting (voting rights registration). Such registration must be completed no later than the applicable record date and expires after the record date. Shareholders who have their shares directly registered in an account in the Euroclear system will automatically be included in the list of shareholders.

Notices, minutes and communiqués from general meetings will be kept available on the Company’s website.