NOTICE TO ATTEND THE EXTRAORDINARY GENERAL MEETING IN HOYLU AB (PUBL) - Seite 2

PROPOSED AGENDA

1. Opening of the extraordinary general meeting
2. Appointment of a chairman of the general meeting
3. Preparation and approval of the voting register
4. Appointment of one (1) or two (2) persons to verify the minutes of the meeting
5. Determination of whether the extraordinary general meeting was duly convened
6. Approval of the agenda
7. Resolution on approval of the Board of Directors’ decision to issue new shares with deviation from the shareholders’ pre-emption right (cash payment)
8. Resolution to a) approve the Board of Directors’ proposed new share-based incentive program through b) directed issue of warrants and c) approval of transfer of warrants
9. Resolution to authorize the Board of Directors to undertake minor adjustments of the resolutions
10. Closure of the extraordinary general meeting

PROPOSED RESOLUTIONS

Appointment of a chairman of the general meeting (item 2)

The Chairman of the Board, Björn Wallin, is proposed to be appointed as chairman of the extraordinary general meeting.

Resolution on approval of the board of directors’ decision to issue new shares with deviation from the shareholders’ pre-emption right (item 7)

The board of directors proposes that the general meeting approve the board of directors’ resolution on 7 February 2021 to increase the Company’s share capital by no more than SEK 44,163.66 due to the issue of up to 535,713 new shares.

The new shares shall be issued at a subscription price of SEK 2.80 per share, which corresponds to a discount of approximately 2.10 per cent compared to the volume-weighted average price during the ten trading days in the Company’s shares before the Board of Director’s resolution on the directed share issue on 7 February 2021.

The right to subscribe for the new shares was, disapplying from the shareholders’ pre-emption rights, vested in the Company’s COO Truls Baklid and to the board member Hans Othar Blix.

The reason for derogating the shareholders’ pre-emption right is that the COO and the member of the Board, through their own investment, should be able to access and work for a positive value development of the Company’s shares and thus achieve alignment of interest with the Company’s shareholders.

The new shares entitle the holder to a dividend as from the date on which the shares are entered in the share register maintained by Euroclear Sweden AB.

A valid resolution pursuant to this item requires that the resolution be supported by shareholders representing at least nine-tenths (9/10) of both the votes cast and the shares represented at the extraordinary general meeting.