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Anoto Group AGM Information 2013

Feb 5, 2013

3134_rns_2013-02-05_f2eaa961-5373-42f9-bb7f-1f254de70f84.pdf

AGM Information

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Notice of Extraordinary General Meeting of Anoto Group AB (publ.)

LUND, February 5, 2013 - The shareholders of Anoto Group AB (publ.), reg. no 556532- 3929, hereinafter "Anoto Group" or the "Company", are invited to attend the Extraordinary General Meeting to be held at 1.00 p.m. on Monday 4 March 2013 at the Company's premises at Traktorvägen 11, Lund, Sweden.

Notification of participation in the Extraordinary General Meeting etc.

Shareholders wishing to attend the Extraordinary General Meeting must be entered as shareholders in the share register maintained by Euroclear Sweden AB as of Tuesday 26 February 2013 and provide notification of attendance to the Company no later than Tuesday 26 February 2013, preferably before noon. Attendance is to be notified by mail to Anoto Group AB at Box 4106, SE-227 22 Lund, Sweden, by fax +46 46 540 12 02, by telephone +46 46 540 12 00, or by e-mail to [email protected]. The notification should state name, social security number/corporate identification number and registered number of shares. To facilitate admittance to the Extraordinary General Meeting, proxies, registration certificates and other authorization documents should be submitted to the Company at the above address no later than Wednesday 27 February 2013. The Company provides proxy forms at the Company's office in Lund as well as on the Company's web page www.anoto.com.

Shareholders who have their shares registered with a nominee and who wish to attend the Extraordinary General Meeting must temporarily register these shares in their own name; so called registration of voting right. In order for the temporary registration of voting right to be effective as of the record day, Tuesday 26 February 2013, the request must be submitted to the bank or stockbroker managing the shares in due time prior to that date.

Proposed agenda

    1. Opening of the Meeting
    1. Election of Chairman at the Meeting
    1. Preparation and approval of voting list
    1. Approval of the agenda
    1. Election of one or two persons to verify the minutes
    1. Determination of whether the Meeting has been duly convened
    1. Approval of the Board's resolution to issue new shares with pre-emptive rights for the Company's shareholders
    1. Closing of the meeting

Approval of the Board's resolution to issue new shares with pre-emptive rights for the Company's shareholders (item 7)

Subject to the approval by the general meeting of shareholders, the Board of Directors resolved, on 3 February 2013, on a new share issue on the following terms and conditions.

The Board of Directors, or whomever the Board may appoint among its members, is authorized to resolve, on 28 February 2013 at the latest, on the maximum amount by which the Company's share capital shall be increased, the maximum number of new shares to be issued and the subscription price per share.

The Company's shareholders shall have pre-emptive rights to subscribe for the new shares in proportion to the number of shares previously owned. If not all of the shares are subscribed for by exercise of subscription rights, the Board shall resolve on allotment of shares subscribed for without the exercise of subscription rights, up to the maximum amount of the share issue. In such case, priority will be given firstly to those who have subscribed for shares by the exercise of subscription rights and who have notified the Company of their interest in subscribing for additional shares, irrespective of whether they were shareholders on the record date or not, pro rata in relation to the number of subscription rights exercised for the subscription of shares and, to the extent this cannot be made, through the drawing of lots, and secondly to others who have notified the Company of their interest in subscribing for shares without the exercise of subscription rights, pro rata in relation to such declared interest, and, to the extent this cannot be made, through the drawing of lots.

The record date for entitlement to participate in the rights issue shall be 7 March 2013. Subscription for new shares by exercise of subscription rights shall be made by cash payment during the period from and including 11 March 2013 up to and including 25 March 2013. Requests to subscribe for new shares without subscription rights shall be submitted during the same period. Such subscription shall be made on a separate subscription list. Payment for new shares subscribed for without subscription rights shall be made in cash no later than on the third bank day from dispatch of the contract note setting forth the allotment of shares. The Board of Directors shall be entitled to extend the period for subscription and payment.

The new shares shall entitle to dividend as from the first record date for dividend that occurs after the registration of the new share issue with the Swedish Companies Registration Office.

The Board of Directors, or whomever the Board may appoint among itself, shall be authorized to make such minor adjustments of the above resolution as may prove

necessary in connection with the registration with the Swedish Companies Registration Office or Euroclear Sweden AB.

The Board proposes that the General Meeting approve the Board's resolution to issue new shares with pre-emptive rights for the Company's shareholders.

Documents etc.

The shareholders are reminded of their right under Chapter 7 Section 32 of the Swedish Companies Act to request that the Board and the CEO present information at the General Meeting.

The Board's proposal in item 7 is exhaustively set out above. Documents in accordance with Chapter 13 Section 6 of the Swedish Companies Act will be available at the Company's office in Lund and on the Company's web page, www.anoto.com , at least three weeks prior to the General Meeting. The documents will be sent on request free of charge to shareholders stating their address.

At the time of this convening notice, there were 137,037,081 shares and votes in Anoto Group.

Lund in February, 2013 ANOTO GROUP AB (publ.) The Board of Directors

For further information, please contact:

Stein Revelsby, CEO Mobile phone: +46 733 45 1205

About Anoto Group:

Anoto Group is the company behind and world leading in the unique technology for digital pen and paper, which enables fast and reliable transmission of handwritten text into a digital format. Anoto operates through a global partner network that focuses on userfriendly solutions for efficient capture, transmission and storage of data within different business segments, e.g. healthcare, bank and finance, transport and logistics and education. The Anoto Group has around 110 employees and is headquartered in Lund (Sweden) The Company also has offices in Guildford and Wetherby (England), Boston (US) and Tokyo (Japan). The Anoto share is traded on the Small Cap list of NASDAQ OMX Stockholm under the ticker ANOT. For more information: www.anoto.com.

The information in this press release is announced in accordance with the Securities Markets Act. The information was submitted for publication at 08.30 on February 5, 2013.