Report from the extraordinary general meeting in Westpay AB on January 15, 2024

Westpay AB held its extraordinary general meeting on Monday, January 15, 2024, where the following main resolutions were passed.

For more information on the resolutions, please see the notice of the extraordinary general meeting and the complete resolution proposals, which are available at the company’s website, www.westpay.se.

Resolution on an amendment of the articles of association (1)

The general meeting resolved, in accordance with the board of directors’ proposal, to amend the company’s articles of association by increasing the limits for the company’s share capital and the number of shares in the company. As a result of the resolution, the limits for the company’s share capital have increased from a minimum of SEK 3,600,000 and a maximum of SEK 14,400,000 to a minimum of SEK 3,650,000 and a maximum of SEK 14,600,000. Through the resolution, the limits for the number of shares in the company have also increased from a minimum of 18,000,000 shares and a maximum of 72,000,000 shares to a minimum of 18,500,000 shares and a maximum of 74,000,000 shares.

Resolution on approval of the board of director’s decision on a directed issue of shares

The general meeting resolved, in accordance with the board of directors’ proposal, to approve the board of directors’ resolution on December 12, 2023 on a new issue of shares mainly in accordance with the following.

The directed share issue consists of an issue of not more than 5,333,334 shares, whereby the company’s share capital is increased by not more than SEK 1,066,666.80. The subscription price in the directed share issue is SEK 0.75 per share. The right to subscribe for the new shares shall, with deviation from the shareholders’ preferential rights, only vest in Mistroms Ltd.

Resolution on an amendment of the articles of association (2)

The general meeting resolved, in accordance with the board of directors’ proposal, to amend the company’s articles of association by lowering the limits for the company’s share capital and increasing the limits for the number of shares in the company. Through the resolution, the limits for the company’s share capital have been reduced from a minimum of SEK 3,650,000 and a maximum of SEK 14,600,000 to a minimum of SEK 2,000,000 and a maximum of SEK 8,000,000. Through the resolution, the limits for the number of shares in the company have also increased from a minimum of 18,500,000 shares and a maximum of 74,000,000 shares to a minimum of 72,000,000 shares and a maximum of 288,000,000 shares.

Resolution on reduction of the share capital

The general meeting resolved, in accordance with the board of directors’ proposal, to reduce the company’s share capital by SEK 12,274,584.80. The reduction will be made without cancellation of shares, for the purpose of allocation to non-restricted equity. Following the resolution on reduction, the company’s share capital amounts to SEK 2,166,103.20, distributed over a total of 72,203,440 shares, each share with a quota value of SEK 0.03. The implementation of the resolution to reduce the share capital requires the approval of the Swedish Companies Registration Office a court of general jurisdiction.