Welcome to the Extraordinary General Meeting of Eniro Group AB (publ), reg. no. 556588-0936, ("Eniro" or the "Company") on November 4, 2026 at 2.00 p.m. at Gårdsvägen 6 in Solna. Registration for the meeting begins at 1.30 p.m.
Participation
Shareholders wishing to attend the meeting shall:
Notification can be made by post to Eniro Group AB, "Extraordinary General Meeting", Box 4085, 169 04 Solna or by e-mail to bolagsstamma@eniro.com. The notification must state the name, personal or corporate identity number, address, telephone number, shareholding to be represented at the Extraordinary General Meeting and the number of advisors, if any.
For shareholders whose shares are held in a nominee account through a bank or other nominee, the following applies in order to be entitled to exercise their voting rights at the Extraordinary General Meeting. In addition to registering to attend, such shareholders must re-register their shares in their own name so that such shareholders are listed in the share register maintained by Euroclear Sweden AB. Such re-registration may be temporary (so-called voting rights registration). Shareholders who wish to register their shares in their own name must, in accordance with the respective custodian's procedures, request that the custodian makes such registration. Voting rights registrations requested by shareholders in time for the custodian to complete the registration no later than October 29, 2026, will be taken into account when preparing the share register.
PROXY AND POWER OF ATTORNEY FORMS
Shareholders attending by proxy must present a written and dated power of attorney signed by the shareholder at the Extraordinary General Meeting. Such power of attorney is valid for a maximum of one (1) year from the date of issue, unless a longer period of validity, not exceeding five (5) years from the date of issue, is specified in the proxy. If the power of attorney is issued by a legal entity, a certificate of registration or equivalent authorization document shall be attached to the power of attorney. A copy of the power of attorney and any other authorization documents should also be sent to the Company at the above postal or e-mail address in good time before the meeting. A proxy form is available on Eniro's website, www.enirogroup.com and can also be ordered by contacting the Company.
PERSONAL DATA
Personal data relating to shareholders obtained from the share register, notification of attendance at the meeting and information on proxies and advisors will be used for registration, drawing up the voting list for the meeting and, where applicable, in the minutes of the meeting. Personal data is processed in accordance with the General Data Protection Regulation (Regulation (EU) 2016/679 of the European Parliament and of the Council). For further information on the Company's processing of personal data and your rights, please refer to the Company's website www.enirogroup.com under "Privacy Policy".
Proposal for the agenda
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Proposed resolutions
Item 2 - Election of the Chairman of the General Meeting
The Board of Directors proposes that the Chairman of the Board, Fredric Forsman, or, if he is unable to attend, a person designated by a representative of the Board of Directors, be elected Chairman of the Meeting.
Item 7 - Resolution on an extraordinary dividend
The Board of Directors proposes an extraordinary cash dividend in the amount of SEK 2.50 per share, corresponding to a total of SEK 36,026,925. The proposal is calculated based on all outstanding shares, except for the 512,879 shares held by the Company, which are therefore not entitled to a dividend.
The Board of Directors proposes November 6, 2026, as the record date for receiving the dividend. If the meeting approves the proposal, the dividend is expected to be paid through Euroclear Sweden AB on November 11, 2026.
The financial position of the Company and the group as of June 30, 2026, is presented in the Interim report Q2 as of June 30, 2026, and in the Annual Report for the 2025 fiscal year, including the accounting principles applied for the valuation of assets, provisions, and liabilities.
According to the most recently adopted balance sheet for the parent company as of December 31, 2025, the Company's equity amounted to MSEK 483, of which unrestricted equity amounted to MSEK 184. Of the available amount of SEK 184 million as of December 31, 2025, pursuant to Chapter 17, Section 3 of the Swedish Companies Act, SEK 147.9 million remains after the dividend has been paid.
Background and the Board of Directors' report on the Dividend (Item 7)
In light of the successful sale of Dynava in August 2026, the Board of Directors of Eniro Group AB (publ) has decided to propose an extraordinary cash dividend in the amount of SEK 2.50 per share to the shareholders.
The Board of Directors believes that the group has reached a phase of stable and predictable cash flow. The proposal for an extraordinary dividend is based on the Company's strong balance sheet and improved financial position, which provide an opportunity for the effective use of capital.
Following the proposed dividend, the parent company's equity ratio is expected to be 49 percent and the group's equity ratio 28 percent. The equity ratios are satisfactory. It is expected that the Company's and the group's liquidity can be maintained at a satisfactory level. It is the Board's view that the proposed dividend will not prevent the parent company or the other group companies from fulfilling their obligations or from making necessary investments. The proposed dividend is therefore justifiable in light of the provisions of Chapter 17, Section 3 of the Swedish Companies Act.
The Board of Directors believes that the dividend will not affect the Company's ability to meet its obligations in the short or long term. Nor is the proposed dividend expected to affect the Company's ability to make any necessary investments.
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Shares and votes
The total number of shares in the Company as of the date of this notice is 14,923,649 ordinary shares carrying one (1) vote each. At the same time, the Company owns 512,879 own shares, which cannot be represented at the meeting.
Information at the meeting
The Board of Directors and the CEO shall, if any shareholder so requests and the Board of Directors considers that it can be done without material harm to the Company, at the meeting provide information on circumstances that may affect the assessment of an item on the agenda, circumstances that may affect the assessment of the Company's or its subsidiaries' financial situation and the Company's relationship with another group company.
Documents
The proposals of the Board of Directors and other documents that must be available in accordance with the Swedish Companies Act will be made available at the Company, at Gårdsvägen 6 in Solna, and on the Company's website, www.enirogroup.com, no later than three (3) weeks prior to the meeting and will be sent to shareholders who specifically request it and state their postal address.
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Solna, October 2026
Eniro Group AB (publ)
The Board of Directors