Notice of Annual General Meeting of Hilbert Group AB (publ) - Seite 2

Proposed agenda

1. Opening of the Annual General Meeting
2. Election of chairman at the Annual General Meeting.
3. Establishment and approval of the voting list.
4. Approval of the agenda.
5. Selection of one or two adjusters.
6. Examination of whether the Annual General Meeting has been duly convened.
7. Presentation of the annual report and the auditor's report as well as the consolidated accounts and the consolidated auditor's report.
8. Decision on approval of the income statement and balance sheet as well as the consolidated income statement and consolidated balance sheet.
9. Decision on dispositions regarding the company's profit according to the approved balance sheet.
10. Decision on discharge of liability for the members of the Board of Directors and the President.
11. Determination of the number of board members.
12. Determination of the number of auditors and deputy auditors.
13. Determination of fees to the Board.
14. Determination of fees to the auditor.
15. Election of board members and chairman of the board.
16. Election of auditor and any deputy auditors.
17. Resolution authorizing the Board of Directors to decide on the issue of shares and/or warrants.
18. Resolution to amend the Employee Stock Option Plan resolved by the AGM 2023
19. Resolution to issue warrants and approval of transfer of warrants
20. Resolution on principles for the appointment of a Nomination Committee and instructions for the Nomination Committee
21. Close of the Meeting

Motions for resolution

Item 2 - Election of chairman at the Annual General Meeting
The Board of Directors proposes that the Chairman of the Board, Erik Nerpin, be elected Chairman of the Annual General Meeting.

Item 9 - Resolution on dispositions regarding the company's profit according to the approved balance sheet
The Board of Directors proposes that no profit dividend be paid and that disposable profits be capitalized in a new account.

Item 11 - Determination of the number of board members
A group of shareholders who together represent approximately 60 per cent of the voting rights in Hilbert Group (the "Principal Shareholders") has submitted the proposals outlined under items 11-16 below.

The Principal Shareholders propose that the number of Board members be five.

Item 12 - Determination of the number of auditors and deputy auditors
The Principal Shareholders propose that a registered auditing company without a deputy be appointed as auditor.