Zwipe: Notice of extraordinary general meeting

OSLO, NORWAY08 September 2020– The board of directors of Zwipe AS call the Extraordinary General Assembly on 29 September 2020 to 10:00 CET.

The notice calling the Extraordinary Shareholders’ Meeting is attached.

The notice of participation, in person or by proxy, must be given no later than September 28, 2020 to 16:00 CET. Shareholders are encouraged to register via the following link here (https://investor.vps.no/gm/logOn.htm?token=0b6e08500d198abcad76e55fc343f58928acf7d4&validTo=1603958400000&oppdragsId=20200908VPOPDU).

Alternatively, the attached form can be sent by e-mail to genf@dnb.no, or by ordinary mail to DNB Bank ASA, Securities Services, NO-0021 Oslo.

The Board of Directors (the “Board”) proposed the following agenda:

1. Opening of the General Assembly by the President. Registration of the shareholders’ meeting
2. Election of a meeting chairman and a person who will co-sign the minutes with the chairman
3. Approval of the announcement and the agenda
4. Approval of the capital increase directed against the Prime Minister
5. Proposal to issue a new authorization to the Board to strengthen the Company’s equity
6. Proposal to amend the statutory provision relating to the notice period for the general meeting

Proposed resolutions of the Board and the Appointments Committee (extracts only, please refer to the annexes to the call for proposals for complete proposals)

Matter no. 4: Approval of the capital increase directed against the Prime Minister

The shareholders’ meeting resolved to approve the use by the board of the authorization to increase the share capital to strengthen the Company’s assets for the issue and assignment of shares to the chairman of the board of directors at the board meeting of administration of 7 September 2020.

Matter no. 5: Proposal to issue a new authorization to the Board to strengthen the Company’s equity

As the Board used the registered authorization to strengthen the Company’s assets to complete the Private Placement, the Board proposes that the general meeting resolve to issue a new authorization to the Board to increase the Company’s assets (also to facilitate a potential problem repair).

The board of directors is authorized to increase the company’s share capital in one or more times up to a maximum of NOK 319,065.80 (3,190,658 new shares), equal to 10% of the share capital after completion of the Private Placement.

The authorization can be used to issue shares to strengthen the company’s equity to the extent that the board of directors deems it to be in the best interest of the company at any given time.

Matter no. 6: Proposal to amend the statutory provision on the notice period for the general meeting

The notice period for the general meeting (ordinary and extraordinary) is 7 days, starting from 21 days in the articles of association prior to this meeting.

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About Zwipe

Zwipe is pioneering the next generation contactless payment experience, providing biometric payment cards and wearable devices that allow consumers to authorize transactions with their fingerprint without compromising their privacy. Together with an ecosystem of partners, including global brands in digital security and financial services, Zwipe “Makes Convenience Safe and Secure” for banks, merchants and consumers. Zwipe’s solutions address the hygiene and data theft pitfalls inherent in traditional authentication methods. Based in Oslo, NorwayWith a global presence, Zwipe is driving the next big change in contactless to contact free payments. To find out more, visit www.zwipe.com

For more information, please contact:

Lars Kristian Solheim, CFO

+47 991 661 35

lars.kristian@zwipe.com

This is information that Zwipe AS is obliged to disclose under the continuing obligations of companies admitted to trading on Oslo Børs Merkur Market and Nasdaq First North Growth Market. The certified consultant on Nasdaq First North is FNCA Sweden AB, info@fnca.se, +46 (0) 8528 00 399. The information was submitted for publication, via the agency of the contact person listed below, at 15:20 CET on 08 September 2020.

https://news.cision.com/zwipe-as/r/notice-of-extraordinary-general-meeting,c3191040

https://mb.cision.com/Main/18194/3191040/1304289.pdf

https://news.cision.com/zwipe-as/i/notice-of-egm,c2822817

(c) 2020 Cision. All rights reserved., Source Press Releases – English

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