BBS-Bioactive Bone Substitutes, Company announcement, 24th February 2022 at 12:45 p.m.
The shareholders of BBS-Bioactive Bone Substitutes Plc are invited to the Extraordinary General Meeting of the Company, which will be held at the company's premises at Kiviharjunlenkki 6, 90220 Oulu, Thursday, March 17, 2022 at 2:00 p.m.
The reception of persons who have registered for the meeting and the distribution of voting tickets will begin at 3.30 p.m.
A. MATTERS TO BE DEALT WITH AT THE GENERAL MEETING
The Board of Directors proposes to the Extraordinary General Meeting that it decides to authorize the Board of Directors to decide in one or more instalments on share issues and on the issuance of option rights and other special rights entitling to shares referred to in Chapter 10, Section 1 of the Finnish Limited Liability Companies Act as follows:
The maximum number of shares to be issued pursuant to the authorization shall not exceed 6,000,000 shares .
The Board of Directors decides on all terms and conditions for issuing shares, options and other special rights entitling to shares. Share issues and the issuance of option rights and other special rights entitling to shares may take place in deviation from the shareholders' pre-emptive subscription right (directed issue) if there is a weighty financial reason for the company to do so. The authorization applies to the transfer of both new shares and own shares held by the company.
In the company's share issue, shares may be transferred either in exchange for payment or free of charge. A directed share issue may be free of charge only if there is a particularly significant financial reason for the company and it is in the interests of all its shareholders.
The authorization is valid until June 30, 2023 and it revokes the authorization granted by the Annual General Meeting on April 28, 2021 as it enters into force.
B. DOCUMENTS FOR THE GENERAL MEETING
This invitation of the meeting, which includes all the proposals on the agenda of the General Meeting, is available on the website of BBS-Bioactive Bone Substitutes Plc at www. bbs-artebone.fi. The minutes of the Annual General Meeting will be available on the above-mentioned website latest by March 31st 2022.
C: INSTRUCTIONS FOR MEETING PARTICIPANTS
1. Shareholders registered in the shareholders' register
Each shareholder who is registered in the shareholders' register of the company maintained by Euroclear Finland Ltd on the record date of the Extraordinary General Meeting, March 7th 2022, has the right to participate in the Extraordinary General Meeting. A shareholder whose shares are subscribed in his/her personal Finnish book-entry account is registered in the shareholders' register of the company.
A shareholder, who is registered in the shareholders' register of the company and who wishes to participate in the Annual General Meeting, shall register for the Extraordinary General Meeting by e-mail to firstname.lastname@example.org or by letter to Kiviharjunlenkki 6, 90220 Oulu. Registration must be completed no later than March 14th 2022 at 10.00 a.m.
In connection with the registration, the shareholder's name, personal identity code or Business ID, address, telephone number and the identity of any assistant must be provided. The personal data given to BBS-Bioactive Bone Substitutes Plc by the shareholders is used only in connection with the Extraordinary General Meeting and the processing of related registrations.
If necessary, the shareholder, his/her representative or representative shall be able to prove his/her identity and/or right of representation at the meeting venue.
2. Holders of nominee registered shares
The shareholder of nominee registered shares has the right to participate in the Extraordinary General Meeting by means of such shares, based on which he/she on March 7th 2022 would be entitled to be registered in the shareholders' register maintained by Euroclear Finland Ltd. The right to participate in the General Meeting requires, in addition, that the shareholder on the basis of such shares has been registered into the temporary shareholders' register maintained by Euroclear Finland Ltd, at the latest on March 14th, 2022 at 10:00 a.m. In the case of shares subscribed in the Temporary Register, this is considered to be registration for the Extraordinary General Meeting.
A holder of nominee registered shares is advised to promptly ask his/her trustee for the necessary instructions on how to register in the company's temporary shareholders' register, issuing proxy documents and registering for the Extraordinary General Meeting without delay. The account manager of the trustee shall register a holder of nominee registered shares who wishes to participate in the Extraordinary General Meeting in the temporary shareholders' register of the company by the aforementioned date at the latest.
3. Shares registered in Euroclear Sweden AB
A shareholder whose shares are registered in Euroclear Sweden AB's securities system and who intends to participate in the Extraordinary General Meeting and exercise his/her voting rights there shall be registered in the list of shareholders maintained by Euroclear Sweden AB by March 7th 2022 at the latest.
In order to be entitled to request temporary registration in the shareholders' register of BBS Bioactive Bone Substitutes Plc maintained by Euroclear Finland Ltd, the holder of nominee registered shares must request that his/her shares be temporarily registered in the shareholders' register maintained by Euroclear Sweden AB and ensure that the trustee sends the above-mentioned temporary registration request to Euroclear Sweden AB. Registration must be made no later than 7 March 2022, and therefore a request must be made to the trustee well in advance of that date.
A shareholder whose shares are registered in Euroclear Sweden AB's securities system and who intends to participate in the Annual General Meeting and exercise his/her voting rights there shall request temporary registration in the shareholders' register of BBS Bioactive Bone Substitutes Plc maintained by Euroclear Finland Ltd . The request to BBS-Bioactive Bone Substitutes Plc must be made in writing to e-mail address email@example.com no later than 10:00 Swedish time (CET) on March 8th 2022. Temporary registration in the shareholders' register through BBS-Bioactive Bone Substitutes Oyj is also a registration for the Extraordinary General Meeting.
4. Use of an agent and proxies
A shareholder may participate in the Extraordinary General Meeting and exercise his/her rights there through an agent. The agent of a shareholder shall present his/her identity and dated proxy document or otherwise demonstrate in a reliable manner that he/she is entitled to represent the shareholder at the General Meeting. If a shareholder participates in the Extraordinary General Meeting through several agents representing the shareholder with shares held in different securities accounts, the shares on the basis of which each agent represents the shareholder shall be reported in connection with the registration. Possible proxy documents should be delivered by firstname.lastname@example.org or letter to Kiviharjunlenkki 6, 90220 Oulu by March 14th 2022 at 10:00 a.m. Registration by letter must be received before the end of the above registration period.
5. Other instructions and information
A shareholder present at the Extraordinary General Meeting has the right to ask questions on matters to be discussed at the meeting in accordance with Chapter 5, Section 25 of the Finnish Limited Liability Companies Act.
The meeting will be held in Finnish.
BBS-Bioactive Bone Substitutes Plc has on the date of this invitation February 24th 2022, a total of 6,981,525 shares. Each share generates one vote at the Extraordinary General Meeting.
Oulu, February 24th 2022
BBS-Bioactive Bone Substitutes Plc
Board of Directors
For more information, please contact:
Ilkka Kangasniemi, CEO,
tel. +358 40 7080307, e-mail: email@example.com
Liisa Hukka, CFO,
tel. +358 40 0611038, e-mail: firstname.lastname@example.org
Nordic Certified Advisers AB, puh +46 70 5516 729
Nasdaq Helsinki Ltd.
Nasdaq Stockholm AB
This is information that BBS-Bioactive Bone Substitutes Plc is obliged to disclose in accordance with the EU Market Abuse Regulation. The information was submitted for publication through a representative of the aforementioned contact person on 24 February 2022 at 12.45 (UCT).
BBS-Bioactive Bone Substitutes is a health technology company that started operations in 2003. We have developed a new product for the treatment of severe bone fractures and lumber problems. Our goal is to provide a new generation of medical products for the treatment of bone damage in orthopaedic surgery. In the pharmaceutical sector, development and research requires perseverance and courage to develop new things. We have evidence of this for over 20 years. Our activities are characterised by top expertise, innovation and employees who are enthusiastic and committed to their work. The ARTEBONE we have® developed is in the final stages of product development, and we are looking for a CE marking that enables commercialisation in the EU. We are a company in Oulu with a pharmaceutical factory permit in Reisjärvi. More information: www.bbs-artebone.fi