The shareholders of Cheffelo AB (publ), reg. no. 559021-1263 ("Cheffelo" or the "Company"), are hereby given notice to attend the annual general meeting to be held on Thursday, April 24, 2025 at 15.00 pm at Middlepoint Chokladfabriken, Löfströms Allé 5, 172 66 Sundbyberg, Sweden. The convention hall opens for registration to the annual general meeting at 14.15 pm.
Participation
Shareholders are entitled to participate in the annual general meeting if they:
are entered in the share register maintained by Euroclear Sweden AB on 14 April 2025;
and have notified the Company at the latest on 16 April 2025 in one of the following ways:
The notification must include the shareholder's name, personal ID number or company registration number, address, telephone number, and any potential assistants. Shareholders represented by proxy should submit proxy forms well in advance of the meeting.
The personal data obtained from the share register maintained by Euroclear Sweden AB, the notification of participation at the annual general meeting and the information regarding proxies and assistants will be used for registration, preparation of the voting register for the annual general meeting and, where applicable, minutes from the annual general meeting. The personal data will only be used for the annual general meeting 2025. For information on how your personal data is processed, see https://www.euroclear.com/dam/ESw/Legal/Privacy-notice-bolagsstammor-engelska.pdf.
Nominee registered shares
In order to be entitled to participate at the annual general meeting, shareholders whose shares are registered in the name of a nominee through a bank or other nominee must re-register their shares in their own names. Such voting registration, which may be temporary, must be duly effectuated no later than four banking days before the general meeting, i.e. on Wednesday 16 April 2025 to be considered in preparations of the share register. Shareholders should inform their nominees well in advance of this date.
Proxies, etc.
Shareholders represented by proxy shall issue a written and dated power of attorney for the proxy holder or, if the right to represent the shareholder's shares is divided between different persons, the proxy holders stating the number of shares represented by each proxy holder. The power of attorney is valid for a maximum of one year after being signed, or during the longer valid time stated in the power of attorney, thus for a maximum of five years. If the power of attorney is issued by a legal person, an authorised copy of the registration certificate or similar should be attached, proving the authority of the issuer of the power of attorney to sign on behalf of the legal person. A copy of the power of attorney and a certificate of registration, if applicable, should in ample time before the meeting be sent to the Company by post or by email on the addresses stated above. A template power of attorney is available at the Company's website, www.cheffelo.com and will, free of charge, be sent to the shareholders who request the Company to do so and state their postal address.
Shareholders' right to request information
The board of directors and the CEO shall, upon request by any shareholder and where the board of directors deems it possible without causing significant harm to the Company, provide information in respect of 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, or of the Company's relationship to other group companies.
Proposed agenda
Item 2 – Election of chair of the general meeting.
The nomination committee proposes the election of the chairman of the board of directors Petter von Hedenberg as chairman of the annual general meeting.
Item 9 – Resolution to allocate the Company's profit in accordance with the approved balance sheet.
The board of directors proposes that of unappropriated earnings of SEK 470,491,615 a dividend of SEK 3.32 per share shall be paid, corresponding to a total amount of SEK 42,092,925. The record date of the dividend is proposed to be the 28 April 2025 and the day of payment 2 May 2025.
Item 11 – Determination of fees for the board members and auditors.
The nomination committee proposes the following fees to the board members and auditors:
Item 12 – Election of board members and auditors.
The nomination committee proposes the following:
Therese Reuterswärd and Charlotte Gogstad have declined re-election.
Should the annual general meeting confirm the nomination committee's proposal, Öhrlings PricewaterhouseCoopers AB has informed that the registered auditor Victor Lindhall is appointed as auditor in charge.
Other information
Shares and voting rights
The Company's shares amount to 12,678,592 shares, corresponding to 12,678,592 votes.
Further information
The nomination committee's complete proposals and thereto attached statements are available at the Company's office and on the Company's website, www.cheffelo.com, and will be sent free of charge to the shareholders that so requests and state their postal address. Accounting documents and the auditor's report, as well as the board of directors' complete proposals will be made available at the Company and on the Company's website no later than on 3 April 2025, and will, as a consequence, be sent free of charge to shareholders that so requests and state their postal address.
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Sundbyberg, March 2025
Cheffelo AB (publ)
The board of directors