The shareholders of LUXBRIGHT AB, reg. no. 556910-9837, (the "Company") are hereby invited to the annual general meeting on Thursday 25 June 2020, at 17.00 in the conference room on level 5 in the Company's premises at Arvid Wallgrens Backe 20 in Gothenburg, Sweden.
Information with respect to the coronavirus
Due to the development of the coronavirus the goal is that the annual general meeting shall be swift and effective to minimize spread of disease. Shareholders should carefully consider the possibility to vote in advance, please see below, as well as the possibility of participating by way of proxy. Shareholders who display symptoms of infection (dry cough, fever, respiratory distress, sore throat, headache, muscle and joint ache), have been in contact with people displaying symptoms, have visited a risk area, or belong to a risk group, are in particular encouraged to utilize such possibility. The board of directors of the Company has resolved on the following measures to minimize the risk of the spread of the coronavirus at the annual general meeting:
The Company follows the development and the recommendations of the authorities and will, if necessary, update the information about the annual general meeting on the Company's website, www.luxbright.com.
Right to attend the annual general meeting and notification
Shareholders wishing to attend the annual general meeting must:
The shareholders may exercise their voting rights at the general meeting by voting in advance, so called postal voting in accordance with section 3 of the Act (2020:198) on temporary exceptions to facilitate the execution of general meetings in companies and other associations. The Company encourages the shareholders to use this opportunity in order to minimize the number of participants attending the general meeting in person and thus reduce the spread of the infection.
A special form shall be used for advance voting. The form is available on www.luxbright.com. A shareholder who is exercising its voting right through advance voting do not need to notify the Company of its attendance to the general meeting. The advance voting form is considered as the notification of attendance to the general meeting.
The completed voting form must be submitted to the Company no later than on Monday 22 June 2020. The completed and signed form shall be sent to the address stated under "Right to attend the annual general meeting and notification" above. A completed form may also be submitted electronically and is to be sent to www.luxbright.com. If the shareholder is a legal entity, a certificate of incorporation or a corresponding document shall be enclosed to the form. The same apply for shareholders voting in advance by proxy. The shareholder may not provide special instructions or conditions in the voting form. If so, the vote is invalid.
Further instructions and conditions is included in the form for advance voting.
Proposals for resolution
Item 7.b): Resolution regarding the profit or loss of the company in accordance with the adopted balance sheet
The board of directors proposes that all funds available for the annual general meeting shall be carried forward.
Item 8-10: Determining the number of directors and auditors, the fees for the board of directors and the auditor and election of board of directors and auditor
It is proposed that the board of directors shall consist of six directors without any deputy directors.
It is further proposed that the number of auditors shall be one registered audit firm.
It is proposed that the remuneration shall be SEK 50,000 to each director (except for Qiuhong Hu and Jesper Dahlberg) and SEK 50,000 to the chairman of the board.
Further, it is proposed that the auditor shall be entitled to a fee in accordance with approved invoice.
It is proposed to re-elect Anders Brännström, Jesper Dahlberg, Staffan Hillberg, Qiu-Hong Hu, Mikael Högberg and Carljohan Lagervall as directors. It is also proposed that Anders Brännström is re-elected as chairman of the board of directors.
It is also proposed to re-elect the registered audit firm Ernst & Young Aktiebolag for the period until the end of the next annual general meeting. Ernst & Young Aktiebolag has announced its appointment of Inger Margareta Sjöberg as main responsible auditor.
Item 11: Resolution regarding authorization for the board to resolve on issuances
The board of directors of the Company proposes that the annual general meeting resolves to authorize the board of directors during the period up until the next annual general meeting to, on one or more occasions, resolve to issue shares, warrants and convertibles with or without preferential rights for the shareholders, within the limits of the articles of association, to be paid in cash, in kind and/or by way of set-off. The authorization is intended for the Board to be able to broaden the ownership circle, acquire or enable the acquisition of working capital, increase the liquidity of the share, carry out acquisitions or acquire or enable the acquisition of capital require for company acquisitions.
The board of directors or a person appointed by the board of directors shall be authorized to make such minor adjustments in the above resolution that may be required in connection with the registration with the Swedish Companies Registration Office.
A resolution in accordance with item 11 require support by shareholders holding not less than two-thirds of both the shares voted and of the shares represented at the general meeting.
Copies of accounts, auditor statement and proxy form are available at least three weeks in advance of the annual general meeting at the Company at the address stated above and at the Company's website. All documents will be sent to shareholders who request it and provide their e-mail or postal address.
The shareholders hereby notified regarding the right to, at the annual general meeting, request information from the board of directors according to Ch. 7 § 32 of the Swedish Companies Act.
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Gothenburg in May 2020
The Board of Directors