NOTICE OF ANNUAL GENERAL MEETING IN ARCAM
Arcam Aktiebolag (publ), 556539-5356, holds its annual general meeting on
Monday 11 June 2018 at 10.00 a.m. CET at Scandic Mölndal, Barnhemsgatan 23
in Mölndal. The entrance to the meeting will open at 9.30 a.m. CET.
RIGHT TO PARTICIPATE AND NOTICE OF ATTENDANCE
Those who wish to attend the annual general meeting must:
• be entered as a shareholder in the share register kept by Euroclear Sweden AB
on Monday 4 June 2018; and
• give notice of attendance to the company no later than on Monday 4 June 2018.
Notice of attendance may be given in writing to Arcam Aktiebolag (publ),
c/o Gernandt & Danielsson Advokatbyrå KB, Attn. Arcam’s AGM, P.O. Box
5747, SE-114 87 Stockholm, Sweden or via email to legal [at] arcam [dot] com. The notice
of attendance shall state name, date of birth or corporate identification number,
address, telephone number and, where relevant, the number of accompanying
advisors (not more than two).
SHARES REGISTERED IN THE NAME OF A NOMINEE
To be entitled to participate in the annual general meeting, shareholders having
their shares registered in the name of a nominee must, in addition to give notice of
attendance, have the shares registered in their own name so that they are registered
as shareholders in the share register kept by Euroclear Sweden AB on Monday
4 June 2018. Such registration may be temporary. Please note that this procedure
may also apply with respect to shares held on a bank’s shareholder deposit account
and certain investment savings accounts (Sw. investeringssparkonton (ISK)).
PROXIES AND PROXY FORMS
Those who do not attend the annual general meeting in person may exercise their
rights at the meeting through a proxy in possession of a written, signed and dated
proxy form. A proxy form issued by a legal entity must be accompanied by a copy
of a certificate of registration or a corresponding document of authority for the
To facilitate the registration at the annual general meeting, proxy forms, certificates
of registration and other documents of authority should be submitted to the
company at Arcam Aktiebolag (publ), c/o Gernandt & Danielsson Advokatbyrå
KB, Attn. Arcam’s AGM, P.O. Box 5747, SE-114 87 Stockholm, Sweden no later
than on Monday 4 June 2018. Please note that a notice of attendance must be given
even if a shareholder wishes to exercise its rights at the meeting through a proxy.
A submitted proxy form does not suffice as a notice of attendance.
A template proxy form is available at the company’s website,
1. Opening of the meeting
2. Election of chairman of the meeting
3. Preparation and approval of the voting register
4. Election of one or two persons to attest the minutes
5. Determination of whether the meeting has been duly convened
6. Approval of the agenda
7. Presentation of the annual report and auditor’s report and the consolidated
accounts and auditor’s report on the consolidated accounts
a) on adoption of the income statement and balance sheet as well as the
consolidated income statement and consolidated balance sheet
b) on allocation of the company’s profit or loss as shown in the adopted
c) on discharge from liability for board members and the managing director
9. Determination of the number of members of the board of directors
10. Determination of remuneration to the board of directors and the auditor
11. Election of the board of directors and auditor
12. Closing of the meeting
Item 2: Election of chairman of the meeting
The board of directors proposes that Fredrik Palm lawyer at Gernandt &
Danielsson lawfirm is elected chairman of the meeting.
Item 8 b): Resolution on allocation of the company’s profit or loss
according to the adopted balance sheet
The board of directors proposes that the funds that are at the disposal of the annual
general meeting are carried forward and that no dividend to the shareholders is
Item 9: Determination of the number of members of the board of
GE Sweden Holdings AB proposes that three board members are elected.
Item 10: Determination of remuneration to the board of directors and
GE Sweden Holdings AB proposes that no remuneration shall be paid to the board
of directors since all of the proposed board members are employed by a company
within the General Electric Company group.
The board of directors proposes that fees for the auditor are paid against approved
Item 11: Election of the board of directors and auditor
Carlos Härtel and Riccardo Procacci has requested to resign from the board of
GE Sweden Holdings AB proposes that Vandana Sriram is re-elected as board
member and chairman of the board of directors for the period until the close of the
next annual general meeting and that Karl Lindblom and Charlotte Ahlgren are
elected as new board members for the period until the close of the next annual
Ernst & Young Aktiebolag will resign as auditor in connection with the annual
general meeting. The board of directors proposes that KPMG AB is elected as
auditor for the company until the close of the next annual general meeting.
NUMBER OF SHARES AND VOTES
At the date of this notice, the total number of shares in the company is 24,855,871,
of which 24,655,871 are ordinary shares and 200,000 are preference shares of
class C, representing a total of 24,855,871 votes, of which 24,655,871 votes relate
to the ordinary shares and 200,000 votes relate to the preference shares of class C.
The company holds 152 ordinary shares, representing 152 votes, and all 200,000
preference shares of class C, representing 200,000 votes, in treasury.
SHAREHOLDERS’ RIGHT TO REQUEST INFORMATION
Shareholders are reminded of their right to request information according to
Chapter 7, Section 32, of the Swedish Companies Act.
The documents that shall be made available prior to the annual general meeting
pursuant to the Swedish Companies Act will be made available at the company and
at the company’s website, www.arcamgroup.com, not later than three weeks prior
to the annual general meeting. The documents will also be sent free of charge to
shareholders who so request and provide their address to the company.
* * *
Mölndal in May 2018
Arcam Aktiebolag (publ)
The board of directors