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27 December, 2023

Bulletin from Extraordinary General Meeting in Eurobattery Minerals AB

Eurobattery Minerals AB (the “Company”) today, on 27 December 2023, held an Extraordinary General Meeting. The Extraordinary General resolved, inter alia, to approve the board of directors' resolution on a rights issue of units and other related proposals, as well as the election of a new board member. The notice to the Extraordinary General Meeting and complete proposals for resolutions taken are available on the Company's website, www.eurobatteryminerals.com.

Rights issue and related resolutions

The Extraordinary General Meeting resolved to approve the board of directors’ resolution from 22 November 2023 on a rights issue of not more than 36,594,058 units with preferential rights for the Company's existing shareholders with a subscription price of SEK 0.80 per unit, corresponding to SEK 0.40 per share. Each unit consists of two (2) shares, one (1) warrant of series TO4 and one (1) warrant of series TO5. The record date for participation in the rights issue is set for 4 January 2024. Through the rights issue, the Company’s share capital can increase by a maximum of SEK 58,550,492.80 provided that the rights issue is fully subscribed and all warrants of series TO4 and TO5 are exercised to subscribe for shares.

The Extraordinary General Meeting further resolved, in accordance with the board of directors’ proposals:

  • to amend the share capital limits in the Company's articles of association and to reduce the share capital to decrease the quota value of the shares to facilitate the resolved rights issue of units; and
  • to amend the limits for the share capital and the number of shares in the Company's articles of association to facilitate the resolved rights issue of units.

Determination of the number of board members

The Extraordinary General Meeting resolved, in accordance with the shareholder Johan Jonsson's (the “Shareholder”) proposal, that the number of board members, for the period until the end of the next Annual General Meeting, shall be four, without any deputy board members.

Determination of remuneration to be paid to the board members

The Extraordinary General Meeting resolved, in accordance with the Shareholder's proposal, that an aggregate annual fee of SEK 490,000 shall be paid to the board members, of which SEK 250,000 to the chairman of the board and SEK 80,000 to each of the other board members elected by the general meeting. The remuneration shall be paid proportionally in relation to the duration of the mandate period each board member held the assignment.

Election of board members and chairman of the board

The Extraordinary General Meeting resolved, in accordance with the Shareholder's proposal, to re-elect Henrik Johannesson, Jan Olof Arnbom and Roberto Garcia Martinez as board members, and to elect Eckhard Cordes as new board member, all for the period until the end of the next Annual General Meeting. The Extraordinary General Meeting further resolved, in accordance with the Shareholder's proposal, to re-elect Henrik Johannesson as chairman of the board.

Authorisation for the board of directors to resolve on new issuances

The Extraordinary General Meeting resolved, in accordance with the board of directors’ proposal, to authorise the board of directors to, on one or several occasions until the next Annual General Meeting, with our without deviation from the shareholders' preferential rights, against payment in cash, non-cash consideration or through set-off, resolve on new issues of shares, convertibles or warrants corresponding to 40 percent of the total number of shares in the Company as of the date the board of directors makes a resolution by virtue of the authorisation for the first time.

The new limits for the share capital and the number of shares in the articles of association

The new limits for the share capital and the number of shares in the Company's articles of association, in accordance with the resolutions passed at the Extraordinary General Meeting, shall be a minimum of SEK 33,600,000 and a maximum of SEK 134,400,000 for the share capital, and a minimum of 84,000,000 and a maximum of 336,000,000 for the number of shares in the Company.

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