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     389  0 Kommentare Resolution adopted at an extraordinary general meeting of Klövern AB (publ)

    The following resolutions, among others, were adopted at the extraordinary general meeting of Klövern AB (publ) held on 22 October 2014.

    Authorisation for the board of directors to resolve on a new issue of preference shares
    It was resolved at the meeting as follows below to authorise the board of directors, for a period not to extend beyond the next annual general meeting, on one or more occasions, within the scope of the articles of association, to resolve on an issue of new preference shares for cash with deviation from the shareholders' preferential rights.

    The total number of shares issued pursuant to the authorization may not exceed 12,500,000 preference shares prior to the proposed consolidation. A market-based discount may be applied in conjunction with any new share issue pursuant to the authorisation.

    Amendment of the articles of association regarding new class of shares and conversion provision

    In order to render possible growth with limited dilution of voting rights for current shareholders, it was resolved to introduce a new class of shares, Class B ordinary shares, in the articles of association. The current class of shares designated ordinary shares will, in the future, be designated Class A ordinary shares, i.e. all ordinary shares now outstanding shall be Class A ordinary shares. Class B ordinary shares will have the same economic rights as existing Class A ordinary shares, but only 1/10 vote per share. Class A ordinary shares have one (1) vote per share.

    In light of the proposed bonus issue of Class B ordinary shares (see below), it was resolved that a conversion provision be inserted as article 5.6 of Klövern's articles of association, with the following wording:

    Class A ordinary shares shall, upon the request of a holder of such shares, be converted to Class B ordinary shares. Any request for conversion, which must be made in writing and state the number of Class A ordinary shares which are to be converted to Class B ordinary shares and, where the request does not pertain to the entire holding of shares, the Class A ordinary shares to which the conversion pertains, shall be made with the board of directors. Such a request must be received by the board of directors during the months of January or July. The board of directors shall immediately provide notice of the conversion to the Swedish Companies Registration Office for registration in the Companies Register. The conversion shall be executed when registration takes place and is noted in the VPC register.

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    Resolution adopted at an extraordinary general meeting of Klövern AB (publ) The following resolutions, among others, were adopted at the extraordinary general meeting of Klövern AB (publ) held on 22 October 2014. Authorisation for the board of directors to resolve on a new issue of preference sharesIt was resolved at the …