Pre-Annual General Meeting Information • Oct 11, 2025
Pre-Annual General Meeting Information
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The Board of Directors (the "Board") of Lokotech Group AS, reg. no. 818 709 692 (the "Company"), hereby calls the shareholders for an extraordinary general meeting.
Date and time: 27 October 2025 at 14:00 (CET)
Place: St. Olavs gate 21B, 0165 Oslo
The extraordinary general meeting will be held as a physical meeting at the Company's office in St. Olavs gate 21B, 0165 Oslo. Shareholders are encouraged to consider exercising their shareholder rights through advance voting or by completing the proxy form with voting instructions and not through physical attendance. Shareholders who would like to participate electronically (Teams) are requested to contact the Company to receive login details ([email protected]).
The Chair of the Board or his appointee will open the general meeting and perform registration of the shareholders in attendance and proxies.
The following matters are on the agenda:
(Non-voting item)
(Non-voting item)
The Board proposes that the Chair of the Board, Yngve Bolstad Johansen or, in his absence, his appointee is elected as chair of the meeting, and that another participant is elected to co-sign the minutes.
The Board proposes that the general meeting makes the following resolution:
"The notice of and agenda for the meeting are approved."
In line with standard market practice, the Board periodically evaluates the appointment of the auditor, to ensure robust corporate governance. Following such an assessment, the Board has determined to propose that PwC Assurance AS is appointed as new auditor for the Company. It is the Board's assessment that PwC Assurance AS is well suited to meet the Company's needs and support in its next phase of development.
The Board proposes that the general meeting adopts the following resolution:
"PwC Assurance AS, with reg. no. 834 836 912, is elected as new auditor for the Company."
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At the date of this calling notice, the Company's share capital is NOK 31,451,528.50 divided into 629,030,570 shares, each having a nominal value of NOK 0.05. At the date of this calling notice, the Company does not own any treasury shares. At the Company's general meeting, each share carries one vote.
Shareholders cannot demand that new items are added to the agenda after the deadline for such requests has expired, cf. section 5-11 second sentence of the Norwegian Private Limited Liability Companies Act. A shareholder has in any event the right to make proposals for a resolution regarding the items which will be considered by the general meeting.
A shareholder has the right to request board members and the CEO to provide necessary information to the general meeting that may influence the approval of items brought before the general meeting for approval and the Company's financial state, including information on other companies in which the Company participates, and other items to be discussed at the general meeting, unless the information requested may not be disclosed without causing disproportionate harm to the Company. If additional information is necessary, and an answer will not be given at the general meeting, a written answer shall be prepared within two weeks from the date of the general meeting. Such answer shall be available at the Company's office and sent to shareholders requesting the information. If the answer is considered material, the answer should be sent to all shareholders with known address.
The Company accepts votes in advance for this extraordinary general meeting. Such advance votes must be registered no later than 23 October 2025 at 14:00 (CET). Advance votes may be executed by submitting the form attached hereto as Appendix A.
Shareholders that wish to attend the general meeting are required to register their attendance no later than 23 October 2025 at 14:00 (CET). Registration of attendance is made by using the registration form attached hereto as Appendix A. Only shareholders of record on the fifth business day prior to the general meeting is permitted to attend the general meeting. Owners of shares held in a nominee account must notify the Company of attendance no later than two business days prior to the general meeting.
A power of attorney for shareholders who wish to grant a proxy to represent their shares at the general meeting is attached hereto as Appendix A.
Documents related to the items to be considered at the extraordinary general meeting are made available at the Company's website www.lokotechgroup.com. The Company's annual accounts, annual report and audit report are available for perusal at the Company's office and website.
Shareholders are entitled to receive the documents by regular mail free of charge, upon request to the Company. Such request shall be sent to [email protected].
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Appendix A: Form for submission
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11 October 2025
For and on behalf of the board of LOKOTECH GROUP AS
[s]
Yngve Bolstad Johansen, Chair of the Board
The signed form is sent as an attachment in an e-mail* to [email protected] (scan this form) or by mail to Lokotech Group AS, St. Olavs gate 21B, 0165 Oslo. If the shareholder is a company, the signature must be in accordance with the company certificate. Please note that the company has a statutory registration deadline, forms received after the deadline will not be registered. Registration of attendance, registration of advance votes, proxies and instructions must be received no later
| AS, St. Olavs gate 21B, 0165 Oslo. If the shareholder is a company, the signature must be in accordance with the company certificate. Please note that the company has a statutory registration deadline, forms received after the deadline will not be registered. Registration of attendance, registration of advance votes, proxies and instructions must be received no later than 23 October 2025 at 14:00 (CET). *Will be unsecured unless the sender secures the e-mail. |
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| We/I [fill in name of shareholder:] would like to be represented at the general meeting in Lokotech Group AS as follows (tick the relevant box) for our/my [fill in number of shares:] |
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| shares. | ||||
| ☐ | Participate in the meeting representing own shares (do not mark the items below) Please state your e-mail: |
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| ☐ | Proxy to Chair of the Board of directors or the person he authorizes (if you want the proxy to be with instructions please mark "For", "Against" or "Abstain" on the individual items below) |
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| ☐ | Advance votes ("For", "Against" or "Abstain" on the individual items below) | |||
| ☐ | Open proxy to (do not mark items below – agree directly with your proxy solicitor if you wish to give instructions on how to vote) |
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| (not ticked off), this will be deemed to be an instruction to vote "for" the proposals in the notice. However, if any motions are made from the floor in addition to or replacement of the proposals in the notice, the proxy holder may vote or abstain from voting at his/her discretion. In such case, the proxy holder will vote on the basis of his/her reasonable understanding of the motion. The same applies if there is any doubt as to how the instructions should be understood. Where no such reasonable interpretation is possible, the proxyholder may abstain from voting. Agenda for the Extraordinary General Meeting 27 October 2025 |
For | Against | Abstain | |
| 1. | Opening of the extraordinary general meeting | No voting | ||
| 2. | Registration of attending shareholders, advance votes and proxies | No voting | ||
| 3. | Election of chair of the meeting and a person to co-sign the minutes | | | |
| 4. | Approval of the notice and the agenda of the meeting | | | |
| 5. | Election of auditor | | | |
| The form must be dated and signed |
Place Date Shareholder's signature
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