NOTICE OF ANNUAL GENERAL MEETING OF BRINOVA FASTIGHETER AB (PUBL)
Shareholders of Brinova Fastigheter AB (publ), corporate registration number 556840–3918, (‘the Company’) are hereby invited to attend the Annual General Meeting to be held at 3pm on 7 May 2026 at Hotel Mollberg, Stortorget 18, Helsingborg.
Pursuant to the provisions of Chapter 7, Section 4a of the Swedish Companies Act and the Company’s articles of association, the Board of Directors has resolved that shareholders may exercise their voting rights at the Annual General Meeting by postal voting. Shareholders may therefore choose to exercise their voting rights at the meeting by attending in person, by proxy or by postal voting.
Attendance in person
Shareholders wishing to attend the Annual General Meeting in person shall:
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be entered in the share register maintained by Euroclear Sweden AB on 28 April 2026,
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notify the Company of their intention to attend no later than 30 April 2026.
Notification of attendance may be submitted in writing to Brinova Fastigheter AB (publ), c/o Advokatfirman Lindahl KB, Pråmplatsen 4, 211 19 Malmö (mark your letter ‘Årsstämma’ [Annual General Meeting]), or send it by e-mail to [email protected]. This notification shall indicate the name of the shareholder, their personal identity number or corporate registration number (or equivalent), postal address, telephone number, shareholding, details of any assistants (no more than two), and, where applicable, details of any legal representative or proxy.
Participation by postal voting
Shareholders wishing to participate in the Annual General Meeting by postal voting shall:
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be entered in the share register maintained by Euroclear Sweden AB on 28 April 2026,
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give notice no later than 30 April 2026 by submitting their postal vote in accordance with the instructions below, so that the postal vote is received by the Company, c/o Advokatfirman Lindahl KB, no later than that date.
Anyone wishing to attend the meeting in person or by proxy must give notice of this in accordance with the above instructions for attendance in person. This means that notification solely by postal voting is insufficient for anyone wishing to attend the meeting in person.
For postal voting, the shareholder is required to complete and sign a specific form, after which the form is sent to the Company by post to Brinova Fastigheter AB (publ), c/o Advokatfirman Lindahl KB, Pråmplatsen 4, 211 19 Malmö (mark your letter ‘Årsstämma’ [Annual General Meeting]), or send it by e-mail to [email protected]. The voting form will be available on the Company’s website, www.brinova.se, or provided upon request.
Completed forms must be received by the Company, c/o Advokatfirman Lindahl KB, no later than 30 April 2026. The postal vote may not include any specific instructions or conditions. Failure to observe this instruction will render the entire postal vote invalid. Further instructions and conditions can be found in the postal voting form.
A completed form for the exercise of voting rights also serves as notification of attendance at the Annual General Meeting. A proxy form must be attached to the postal voting form for any shareholder casting a postal vote via a proxy. If the shareholder is a legal entity, a certificate of registration or other authorisation document shall also be enclosed.
Anyone wishing to withdraw a submitted postal vote and instead exercise their voting rights by attending the meeting in person or by proxy must notify the secretariat of the meeting before the meeting opens.
Nominee-registered shares
To be entitled to participate in the Annual General Meeting, shareholders whose shares are registered in the name of a nominee must temporarily register the shares in their own name in the share register maintained by Euroclear Sweden AB as of the record date as set out above. Shareholders wishing to register their shares in their own name must request, in accordance with the respective nominee’s procedures, that the nominee carry out such registration. Voting rights registrations requested by shareholders in time for registration by the nominee no later than 30 April 2026 will be taken into account in the preparation of the share register.
Proxies
Shareholders who intend to attend via a proxy must provide a dated proxy form for the proxy. If the proxy is issued by a legal entity, a copy of the certificate of registration or equivalent for the legal entity shall be enclosed. The proxy may remain valid for a maximum of five years from the date of issue. A copy of the proxy form plus any certificate of registration should be sent to the Company together with the notification of attendance. The Company will provide a proxy form upon request, which can also be found on the Company’s website, www.brinova.se.
Number of shares and votes
At the time of issue of this notice of meeting, the Company has a total of 230,261,173 shares, of which 45,243,831 are class A shares and 185,017,342 are class B shares. The total number of votes amounts to 637,455,652, of which 452,438,310 votes are attributable to class A shares and 185,017,342 votes are attributable to class B shares. The company holds no own shares.
Draft agenda
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Opening of the meeting and election of the Chair of the meeting
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Preparation and approval of the voting register
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Approval of the agenda
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Election of one or two persons to verify the minutes
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Determination of whether the meeting has been duly convened
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Presentation of the annual report and the auditor’s report, the consolidated financial statements and the auditor’s report for the Group as well as the auditor’s opinion on the sustainability report
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Resolutions on:
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a) the adoption of the income statement and balance sheet, as well as the consolidated income statement and the consolidated balance sheet for the 2025 financial year
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b )the appropriation of the Company’s profit in accordance with the adopted balance sheet
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c) discharge from liability for the members of the Board of Directors and the CEO
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Determination of the number of Board members and the number of auditors and deputy auditors
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Determination of remuneration to the Board of Directors and the auditor
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Election of Board members, Chair of the Board and auditor
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Approval of remuneration report
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Resolution on authorisation of the Board of Directors to resolve on the issue of shares
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Closing of the meeting
Proposals for resolutions
The Nomination Committee has submitted proposals for resolutions under items 1 and 8–10. In accordance with the principles for the appointment of the Nomination Committee adopted by the 2020 Annual General Meeting, the Nomination Committee has comprised (i) Marcus Wallentin, appointed by Backahill AB, (ii) Erik Selin (Chair of the Board), appointed by Fastighets AB Balder (publ), and (iii) Jesper Mårtensson, appointed by K-Fast Holding AB. The Nomination Committee has been chaired by Markus Wallentin. Erik Selin has not participated in the Nomination Committee’s consideration or decisions concerning himself.
Item 1 – Election of the Chair of the meeting
The Nomination Committee proposes that Erik Selin be elected as Chair of the Annual General Meeting.
Item 7 b) – Resolution on the appropriation regarding the Company’s profit in accordance with the adopted balance sheet
The Board of Directors proposes that no dividend be paid for the 2025 financial year, and that the profit at the disposal of the AGM be carried forward.
Item 8 – Determination of the number of Board members and the number of auditors and deputy auditors
The Nomination Committee proposes that there shall be six Board members elected by the Annual General Meeting, with no deputy members. The Nomination Committee also proposes that there shall be one auditor, with no deputy auditor.
Item 9 – Determination of remuneration to the Board of Directors and the auditor
The Nomination Committee proposes that Board remuneration of SEK 150,000 (150,000) be paid to each Board member, except for Lennart Mauritzson, Erik Selin and Jacob Karlsson, who shall receive no Board remuneration. The fee includes remuneration for any committee work.
The Nomination Committee also proposes that the auditor’s fee be paid in accordance with an approved invoice.
Item 10 – Election of Board members, Chair of the Board and auditor
The Nomination Committee proposes the re-election of Board members Erik Selin, Anders Jarl, Lennart Mauritzson, Anna Nordström Carlsson, Johan Tollgerdt Ronnell and Jacob Karlsson for the period until the end of the next Annual General Meeting. Erik Selin is proposed for re-election as Chair of the Board.
Please see the Company’s website, www.brinova.se, for a presentation of the proposed Board members.
In accordance with the Board of Directors’ recommendation, the Nomination Committee proposes the re-election of the current auditor, the registered audit firm KPMG AB, for the period until the end of the next Annual General Meeting. KPMG AB has announced that authorised public accountant Camilla Alm Andersson will be the auditor in charge in the event that KPMG AB is appointed as auditor.
Item 11 – Approval of remuneration report
The Board of Directors proposes that the Annual General Meeting resolve to approve the Board’s remuneration report on remuneration in accordance with Chapter 8, Section 53a of the Swedish Companies Act.
Item 12 – Resolution on authorisation of the Board of Directors to resolve on the issue of shares
The Board of Directors proposes that the Annual General Meeting authorise the Board, on one or more occasions prior to the next Annual General Meeting, to resolve on the issue of Class B shares, up to a maximum of 20 percent of the share capital at the time of the resolution. The Board will be authorised to resolve on issues of Class B shares with deviation from shareholders’ pre-emption rights and/or with provisions for contribution in kind, set-off or otherwise subject to conditions in accordance with Chapter 13, Section 5, first paragraph, point 6 of the Swedish Companies Act.
Any issue of shares pursuant to this authorisation shall be made on market terms. The Board of Directors is authorised to determine the other terms of any share issues under this authorisation, including the persons entitled to subscribe for the shares. The reason for authorising the Board of Directors to resolve on share issues that deviate from shareholders’ pre-emption rights, including issues in consideration of contributions in kind, set-off, or other conditions as described above, is that the Company may require prompt access to capital when acquiring properties or property-owning companies, or may need to make payment using the Company’s shares.
It is proposed that the CEO, or a person appointed by the Board of Directors, be authorised to take such minor actions as may be necessary for registration of this resolution with the Swedish Companies Registration Office and Euroclear Sweden AB.
Any resolution in accordance with the proposal of the Board of Directors under this item requires the support of shareholders representing at least two-thirds of both the votes cast and the shares represented at the meeting.
Request for information
If any shareholder so requests and the Board considers that it can be done without material harm to the Company, the Board of Directors and the CEO shall provide information on circumstances that may affect the assessment of a matter on the agenda, circumstances that may affect the assessment of the Company’s or its subsidiaries’ financial situation and the Company’s relationship with other Group companies.
Provision of documents
The financial statements and the auditor’s report, complete proposals for resolutions, any reasoned statements and other documents in accordance with the Swedish Companies Act shall be made available at the Company’s offices at the address Stortorget 9, 252 20 Helsingborg and on the Company’s website, www.brinova.se, no later than three weeks before the Annual General Meeting. These documents will also be sent free of charge to shareholders who request them and provide their postal address.
Processing of personal data
For information on the processing of personal data in connection with the Annual General Meeting, please see the privacy policy available to view on the Euroclear Sweden AB website: www.euroclear.com/dam/ESw/Legal/Integritetspolicy-bolagsstammor-svenska.pdf.
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Helsingborg, March 2026
Brinova Fastigheter AB (publ)
Board of Directors

