The shareholders of BuildData Group AB, reg.no 559136–0317 (”BuildData” or the ”Company”) are hereby summoned to the extraordinary general meeting on 24 March 2023 at 10.00 am, at the offices of Hannes Snellman Attorneys, Hamngatan 15, SE-111 47 Stockholm. The registration opens at 09.30 am.

Notice of attendance etc.

Shareholders who wish to participate in the extraordinary general meeting must be recorded in the share register held by Euroclear Sweden AB on 16 March 2023 and give notice of their participation by way of mail to the Company no later than on 21 March 2023 to BuildData Group AB, c/o Hannes Snellman Advokatbyrå, Box 7801, SE-103 96 Stockholm, or by way of e-mail: info@builddata.se, stating “Extraordinary general meeting”. Upon notice of attendance, the shareholder’s name, social security number or corporate registration number, address, telephone number, shareholding as well as information on advisors, if any (no more than two), shall be stated.

If participating by proxy, we are thankful if such proxy form is submitted already in connection with the notice of attendance. The proxy form may be no older than one year, however the proxy form may be older than one year if it is stated that it is valid for a longer period, however no more than five years. Proxy forms are provided shareholders upon request and are available at the Company and on the Company’s website, www.builddata.se. A person representing a legal entity is requested to present a copy of a certificate of registration or equivalent documentation of authority evidencing authorised signatory.

A person having had their shares nominee registered must, in order to have the right to participate in the extraordinary general meeting, have the nominee register the shares in own name, so that the relevant shareholder is registered in the share register held by Euroclear Sweden AB on 16 March 2023. Such registration may be temporary. The shareholder must therefore contact its nominee well before this date in accordance with the nominee’s routines and request voting rights registration. Voting rights registrations that have been made by the nominee no later than on 20 March 2023 will be taken into account in the presentation of the share register.

Postal voting

The board of directors has resolved that the shareholders may exercise their voting rights by post ahead of the general meeting.

Postal voting forms will be held available on the Company’s website, www.builddata.se. The completed and signed form should be sent in original to the above address or e-mail address. The completed form must be received by the Company no later than 23 March 2023. Further instructions can be found in the form. Please note that registration of shares in your own name (if the shares are nominee-registered) and notification to the general meeting must have taken place as described above even if the shareholder chooses to vote by post before the general meeting. Shareholders may not attach special instructions or conditions to the postal voting form. If this is done, the postal voting form is invalid in its entirety. Further instructions and conditions are set out in the postal voting form.

If shareholders vote by proxy, a written and dated proxy signed by the shareholder must be attached to the postal voting form. The proxy form will be available on the Company’s website, www.builddata.se. If the shareholder is legal entity, a certificate of registration or other document of authority must be attached to the postal voting form.

Proposed agenda

1. Election of chairman of the meeting.
2. Preparation and approval of the voting list.
3. Approval of the agenda.
4. Election of one or two persons to verify the minutes.
5. Determination as to whether the extraordinary general meeting has been duly convened.
6. Resolution on authorization for the board of directors to resolve upon synthetic repurchases of Company shares.
7. Closing of the meeting.

Proposal for decision

Item 6: Resolution on authorization for the board of directors to resolve upon synthetic repurchases of Company shares

The board of directors propose that the general meeting authorizes the board of directors to, on one or more occasions, until the next annual general meeting, prepare and implement a program for synthetic repurchases of own shares to a number corresponding to a maximum of 9.9 percent of all shares in the Company. Redemption of shares covered by the program shall finally be resolved by the general meeting. For this purpose, the Company shall enter into a so-called swap agreement on customary terms or another arrangement which is part of redemption on fair terms for other shareholders regarding the exchange of the return on interest-bearing funds for the return on the Company’s share. The counterparty in a swap agreement (or other arrangement that forms part of a redemption on fair terms for other shareholders) shall be able to be offered the opportunity to redeem for the corresponding shares that form the basis of the swap agreement / corresponding arrangement.

Right to information

The board of directors and the CEO shall, if any shareholder requests it and the board of directors believes that it may take place without significant harm to the Company, provide information at the extraordinary general meeting regarding any circumstances which may affect the assessment of a matter on the agenda, and any circumstances which may affect the assessment of the Company’s or a subsidiary’s financial position as well as the Company’s relationship to another group company.

Documents

Complete resolution proposals pursuant to the above, will be presented on the Company’s website, www.builddata.se, and be kept available at the above mentioned address, at least two weeks before the extraordinary general meeting and be sent to shareholders who so wishes and state their postal address.

Shares and votes

The Company may issue shares of one class. In total, there are 68,171,694 shares and votes in the Company. Each share in the Company carries one vote at the extraordinary general meeting. The Company does not hold any own shares.

Processing of personal data

Personal data obtained through notification, proxy or through the share register kept by Euroclear will only be used for the necessary registration and the preparation of the voting list for the general meeting. For information on how your personal data is processed in connection with the general meeting, see the privacy policy on Euroclear AB’s, https://www.euroclear.com/dam/ESw/Legal/Privacy-notice-bolagsstammor-engelska.pdf.

_____________________

Stockholm in March 2023
BuildData Group AB
The board of directors

 

For more information, please contact:
Gustave Geisendorf, CEO, gustave.geisendorf@builddata.se, +44 7760760777.

 

About BuildData

BuildData. Group AB is a SaaS provider within construction and property technology and is listed on Nasdaq First North Growth Market. Redeye AB is the Company’s acting Certified Adviser (Tel. +46 8 121 576 90, certifiedadviser@redeye.se www.redeye.se).