The shareholders of Rightbridge Ventures Group AB(publ), org.nr 559058-5807, (the "Company") are invited to attend theAnnual General Meeting to be held on Monday 30 June 2025 at 10:00 a.m. atNybrogatan Business Center, Nybrogatan 6, Stockholm. Registration for themeeting will commence at 09:45 a.m.
RIGHT TO ATTEND GENERAL MEETINGS
Shareholders who wish to participate in the meetingmust:
(i) be entered in the share register maintained byEuroclear Sweden AB on the record date, which is 19 June 2025; and
(ii) no later than 24 June 2025, have notified theCompany of their intention to participate and any assistance to the Company,either in writing to Rightbridge Ventures Group AB, "Annual GeneralMeeting", Nybrogatan Business Center, Nybrogatan 6, 114 34, Stockholm, orby e-mail to info@rightbridge.se.
The notification must include full name, personalidentity number or corporate identity number, address, daytime telephone numberand, where applicable, information about representatives and assistants. Thenumber of assistants may not exceed two. To facilitate entry to the meeting,the notification should be accompanied, where applicable, by powers ofattorney, certificate of registration and other authorization documents.
Personal data retrieved from the share registermaintained by Euroclear Sweden AB and participation in the meeting, as well asinformation about proxies and assistants, will be used for registration,preparation of the voting list for the meeting and, where applicable, minutesof the meeting. Personal data is processed in accordance with the General DataProtection Regulation (Regulation (EU) 2016/679 of the European Parliament andof the Council). For complete information on how the personal data is handled,please refer to:https://www.euroclear.com/dam/ESw/Legal/Integritetspolicy-bolagsstammor-svenska.pdf.
NOMINEE-REGISTERED SHARES
Shareholders whose shares are registered in the nameof a nominee must, in order to be entitled to participate in the meeting, havethe shares registered in their own name through the agency of a nominee, sothat they are registered in the share register maintained by Euroclear SwedenAB as of the record date 19 June 2025. Such registration may be temporary(so-called voting rights registration). Shareholders who wish to register theshares in their own name must, in accordance with the respective nominee'sprocedures, request that the nominee makes such voting rights registration.Voting rights registration that has been requested by shareholders in such timethat the registration has been made by the relevant nominee no later than 24June 2025 will be taken into account in the preparation of the share register.
PROXIES
Shareholders represented by proxy must issue a writtenpower of attorney, signed and dated by the shareholder. If the power ofattorney has been issued by a legal entity, a copy of the certificate ofregistration or, if no such document exists, an equivalent document ofauthority. A copy of the power of attorney and any certificate of registrationshould be sent to the Company well in advance of the meeting. The originalpower of attorney must also be presented at the meeting.
The Company provides shareholders with a proxy form,which can be obtained at the Company's head office or on the Company's websitewww.rightbridge.se.
PROPOSED AGENDA
1. Election of Chairman of the Meeting
2. Preparation and approval of the voting list
3. Election of one or two persons to verify the minutes
4. Determination of whether the meeting has been duly convened
5. Approval of agenda
6. Presentation of the Annual Report and the Auditor's Report as well as theConsolidated Financial Statements and the Auditor's Report on the Group
7. Resolutions regarding:
a) adoption of the income statement and balance sheet as well as theconsolidated income statement and consolidated balance sheet,
b) appropriation of the Company's result in accordance with the adopted balancesheet, and
c) discharge from liability for the members of the Board of Directors and theCEO.
8. Election of members of the Board of Directors and the auditor
9. Determination of fees to the Board of Directors and auditor
10. Resolution on authorization for the Board of Directors to resolve on a newissue of shares, warrants and/or convertibles
11. Closing of the meeting
PROPOSALS FOR RESOLUTIONS
Point 1. Election of Chairman of the Meeting
Major shareholders propose that Claes Karlborg, theCompany's CEO, be elected Chairman of the Meeting.
Point 7b. Resolution on appropriation of theCompany's result in accordance with the adopted balance sheet
The Board of Directors proposes that no dividend bepaid for the financial year 2024 and that the profit for the year be carriedforward.
8. Election of members of the Board of Directorsand the auditor
Proposals for members of the Board of Directors andauditor in charge for the Annual General Meeting will be presented and madeavailable on the Company's website well in advance of the Annual GeneralMeeting.
9. Determination of fees to the Board ofDirectors and the auditor
Major shareholders propose that the Annual GeneralMeeting resolves that the remuneration to the members of the Board ofDirectors, for the period until the end of the next Annual General Meeting,shall be paid in the amount of SEK 200,000 to the Chairman of the Board and SEK100,000 to each of the other members.
Fees to the auditor are proposed to be paid inaccordance with approved invoices.
10. Resolution on authorization for the Board ofDirectors to resolve on a new issue of shares, warrants and/or convertibles
The Board of Directors of the Company proposes thatthe Annual General Meeting resolves to authorize the Board of Directors to,during the period until the next Annual General Meeting, on one or moreoccasions and with or without deviation from the shareholders' preferentialrights, resolve on a new issue of shares and the issue of warrants and/orconvertible debentures. Issues may be made against cash payment, in kind or byset-off, or otherwise with conditions. The number of shares that may be issued pursuantto the authorization shall not be limited in any other way than what followsfrom the limits of the share capital and the number of shares in force in theArticles of Association at any given time.
Deviations from the shareholders' preferential rightsmay be made in order to enable payment in connection with the acquisition ofproperty, shares or other interests in legal entities, to capitalize theCompany and/or to otherwise develop and expand the business. In the event ofdeviation from the shareholders' preferential rights, a new issue shall be madeon market terms, subject to a market share discount where applicable. Accordingto Chapter 16. The Board of Directors is not entitled to decide on issues tothe Board of Directors and/or employees of the Company pursuant to thisauthorization.
It is proposed that the Board of Directors, or aperson appointed by the Board of Directors, shall be authorized to make suchminor adjustments to the resolution as may be required in connection withregistration with the Swedish Companies Registration Office.
A resolution under this item requires that theproposal is supported by shareholders representing at least two-thirds (2/3) ofboth the votes cast at the meeting and the shares represented at the meeting.
SHAREHOLDERS' RIGHT TO REQUEST INFORMATION
According to Chapter 7. Sections 32 and 57 of theSwedish Companies Act, the Board of Directors and the CEO shall, if anyshareholder so requests and the Board of Directors considers that it can bedone without material harm to the Company, provide information at the AnnualGeneral Meeting on circumstances that may affect the assessment of an item onthe agenda or circumstances that may affect the assessment of the Company'sfinancial situation. The duty of disclosure also covers the Company's relationshipwith other group companies, the consolidated financial statements and suchmatters regarding subsidiaries as referred to in the previous sentence.
DOCUMENTS
The financial statements and the auditor's report aswell as proxy forms will be available at the Company no later than three (3)weeks prior to the Annual General Meeting and the Board of Directors' completeproposals for resolutions and major shareholders' complete proposals forresolutions will be available at the Company's office at Nybrogatan BusinessCenter, Nybrogatan 6, 114 34, Stockholm, no later than two (2) weeks prior tothe Annual General Meeting. The documents will also be available on the Company'swebsite www.rightbridge.se and will be sent free of charge to shareholders whoso request and state their postal address.
NUMBER OF SHARES AND VOTES
At the time of the issuance of this notice, the totalnumber of shares in the Company amounts to 885,947,903. The total number ofvotes amounts to 885,947,903.
Stockholm, May 2025
The Board of Directors of Rightbridge Ventures Group AB (publ)
