Notice of Annual General Meeting of Arctic Minerals

The Board of Arctic Minerals AB, 556569-3602, ("The Company") convenes the Annual General Meeting on Tuesday, May 8, 2018 at.14.00, Skeppargatan 27 4tr, 114 52 Stockholm. In order to be entitled to attend the meeting, shareholders must be included in the share register kept by Euroclear Sweden AB on Wednesday, May 2, 2018, and to report their attendance at the meeting no later than Friday, May 4, 2018. The notification must be made in writing to Arctic Minerals AB, Box 2189, 103 15 Stockholm or by e-mail to the company's CEO [email protected]. At the time of registration, name, personal or organization number, address, telephone number and registered shareholding must be stated.

Nominee-registered shares

Shareholders who have registered in a nominee register by bank or other trustees must, in order to be entitled to participate in the meeting, request to be temporarily entered into the shareholders' register of Euroclear Sweden AB in their own name. Such registration, such as voting rights registration must be completed on Monday, April 30, 2018, which means that the shareholder must inform the trustee in good time before this date.


A shareholder who is not personally present at the Annual General Meeting may exercise his right to vote at the meeting through a representative with a written, dated and signed proxy. The company provides a proxy form for this purpose, which can be obtained from the Company's website -, General shareholders meetings/Proxy/. The original authorization should be sent to the Company in good time before the Meeting, under the above-mentioned address. Representatives of legal entities shall also submit a certified copy of registration certificate or equivalent license documents.

Please note that a special notification from the shareholder to attend the Annual General Meeting will be held even if the shareholder wishes to exercise his right to vote at the AGM through a representative. The submitted proxy form does not apply as a notification to the AGM.

The Board and CEO shall, if any shareholder so requests, and the Board believes that it can be done without material damage for the company to disclose facts "that may affect the assessment of a matter on the agenda and conditions that may affect the assessment of the company's financial situation. "

Draft agenda

1. Opening of the meeting
2. Election of Chairman of the Meeting
3. Establishment and approval of voting rights
4. Presentation and approval of agenda
5. Election of one or two adjudicators
6. Examination if the meeting has been convened
7. Presentation of the annual report and auditor's report and consolidated accounts and the Group Audit Report
8. Decision
a) on the statement of income statement and balance sheet and consolidated income statement and consolidated balance sheet
b) on disposals of profit or loss in accordance with the established balance sheet
c) discharge to the members of the Board and the CEO
9. Determination of fees to the Board and the auditor
10. Election of the Board and Chairman of the Board
11. Election of auditor
12. Appointment of election committee
13. Resolution authorizing the Board to decide on issues
14. Decision authorizing the Board to make minor adjustments to the decisions
15. Closing of the Meeting

Proposals for decisions and motives for these in brief

2. Election of Chairman of the Meeting
The nomination committee, consisting of Solveig Staffas, chairman, Tord Cederlund, Lars Höckenström and Catharina Lagerstam, proposes that Claes Levin be appointed chairman of the meeting.

9. Determination of fees to the board and auditor
The Nomination Committee proposes that, until the end of the next Annual General Meeting, a Board fee will be paid out of a total of SEK 300,000, of which SEK 100,000 will be paid to the Chairman of the Board and SEK 50,000 to each of the other ordinary members. For deputies, it is proposed that no fee be paid unless a deputy is asked to perform additional duties.

For members of the Board as well as for alternates, it is proposed that, in addition to the Board fee, they should be able to receive reasonable compensation for additional work, both in the parent company and in the subsidiaries. On such an occasion, the fee will be decided on a case-by-case basis. Decisions are taken by the Board. Furthermore, it is proposed that remuneration to the auditor be paid in accordance with the approved invoice.

10. Election of Board
The Nomination Committee proposes that the Board of Directors, until the end of the next Annual General Meeting, consist of five ordinary members and one deputy. The Nomination Committee proposes that the General Meeting of Shareholders elect Peter Walker, Claes Levin, Hanne Markussen Eek, John Pedersen and Krister Söderholm, all through re-election. as well as deputy member Torsten Börjemalm also chosen by re-election. Peter Walker is proposed to be elected Chairman of the Board and Hanne Markussen Eek Deputy Chairman.

11.Election of auditor
The Nomination Committee proposes re-election of PriceWaterhouseCoopers with aukt.revisor Sten Håkansson as the principally responsible auditor.

12. Appointment of election committee
The Nomination Committee proposes that a Nomination Committee be set up for the Annual General Meeting 2019. The Nomination Committee shall, before the Annual General Meeting in 2019, make proposals for resolutions regarding the Chairman of the Meeting, the number of Board members to be elected by the AGM, election of the chairman and other members of the Board, and of the auditor, fees to the Board and the auditor and principles for the appearance of the nomination committee. The Nomination Committee shall consist of four members who shall be appointed as follows. Each of the Company's two largest shareholders, as of September 30, 2018, shall be entitled to appoint one representative, one of whom may be a member of the Board that is dependent on the Company's major shareholders. If both of these owners wish to appoint a representative who is a member of the board and dependent on the Company's major shareholders, owners with the highest holding shall be given preference. If any of the two largest shareholders would waive their right to appoint a representative in the nomination committee as above, the right shall be transferred to the shareholder who, after these shareholders, holds the largest shareholding in the Company. When the above-mentioned representatives have been appointed, they shall jointly designate two additional persons to be included in the nomination committee, of which at least one shall represent the smaller shareholders. The said persons shall be appointed taking into account that a majority of the members of the Nomination Committee shall not be members of the Board of Directors of the Company.

The composition of the Nomination Committee shall be published as soon as it has been appointed and no later than six (6) months before the 2019 Annual General Meeting. If a member represents a certain owner, the owner's name shall be stated. If the relevant ownership ratios have been changed by the end of the fourth quarter of 2019, the composition of the Nomination Committee shall, if possible and if deemed necessary by the nominating committee, be adapted to the new ownership. If the member leaves the nomination committee before its work is completed, if deemed necessary by the nominating committee, the replacement is appointed by the same shareholder who appointed the departing member or, if that shareholder no longer belongs to the two (2) largest shareholders, by the new shareholder who belongs to this group. Any costs incurred in the nomination process shall be borne by the Company.

13. Resolution authorizing the Board to decide on issues
The Board of Directors proposes that the Annual General Meeting authorizes the Board of Directors to decide on the issue of new shares and / or issue of convertible bonds and / or warrants against cash payment on a single or several occasions until the next AGM, and / or with a provision for a consideration or a settlement or otherwise with conditions and to deviate from the shareholders' pre- emptive right, entails an increase in the number of shares with no more than 15,000,000 shares The purpose of this authorization is to create freedom of action for financing new business opportunities within existing operations or for expanded operations in the form of, for example, acquisitions. For a valid decision, shareholders with at least two thirds of the votes cast and the shares represented at the meeting need to support the decision.

14. Decision authorizing the Board to make minor adjustments to the decisions
The Board of Directors proposes that the Meeting resolves to authorize the Board to make the minor adjustments of the decisions referred to in paragraph 12 above, which may prove necessary in the case of registration of the decisions of the Swedish Companies Registration Office or Euroclear Sweden AB.

Provision of documents
Annual Report, Auditor's Report and Full Proposal, and Proxy Form will be available to the Company from April 24, 2018. Copies of the documents will be sent to shareholders requesting it and state their postal address. The documents will also be available on the Company's website

10 April 2018

Arctic Minerals AB
Board of Directors

For further information, please contact the company's CEO,
Tord Cederlund
[email protected]
+46 73 6200 997 or
Peter Walker, Chairman
[email protected]
+44 771 722 3909

Partner Fondkommission is the company's Certified Adviser.

This is information that Arctic Minerals AB is obliged to make public pursuant to the Securities Market Act. The information was submitted for publication at 08.00 on April 10, 2018.

Om Arctic Minerals

Arctic Minerals affärsidé är att finna betydande men ännu oupptäckta fyndigheter av koppar, zink och guld som har potential att utvecklas till brytvärda mineralreserver.



Få löpande information från Arctic Minerals via e-post.


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Marknad Nasdaq First North Growth Market Kortnamn ARCT ISIN-kod SE0000697948 Certified Adviser UB Securities Oy


Risto Pietilä VD [email protected]