Annual General Meeting 2025

The Board of Directors has decided that shareholders shall be able to exercise their voting rights at the Annual General Meeting also by postal voting in accordance with the provision in the Articles of Association.

Conditions for participation and registration

A) Shareholders who wish to attend the meeting room in person or by proxy shall

    · be listed as a shareholder in the share register finalized by Euroclear Sweden AB regarding the conditions on April 29, 2025, and

    · no later than May 2, 2025, register at the registration address Epiroc AB, "AGM", c/o Euroclear Sweden AB, Box 191, 101 23 Stockholm, Sweden, or by telephone +46 8 401 43 02 work days between 9.00 a.m. to 4.00 p.m. (CEST) or on this link. When registering, the shareholder must state name, personal or registration number, telephone number and number of any assistants (max two).

B) Shareholders who wish to participate in the Annual General Meeting by postal vote must

    · be listed as a shareholder in the share register produced by Euroclear Sweden AB regarding the conditions on April 29, 2025, and

    · no later than May 2, 2025 register by casting their postal vote in accordance with the instructions under the heading Postal voting below so that the postal vote is received by Euroclear Sweden AB no later than that day.

In order to be entitled to participate in the meeting, a shareholder who has its shares registered with a nominee, in addition to registering for the meeting, must have the shares registered in the shareholder’s name so that the shareholder is included in the share register as of April 29, 2025. Such re-registration may be temporary (so-called voting rights registration) and is requested from the nominee according to the nominee’s routines at such time in advance as the nominee decides. Registration of voting rights made by the nominee no later than May 2, 2025, will be taken into account when finalizing the share register.
 

Anyone wishing to attend the meeting room in person or by proxy must report this in accordance with A) above. This means that a registration by postal vote only is not enough for those who want to attend the meeting room.
 

Physical participation

Shareholders who wish to attend the meeting room in person or through a representative have the right to bring one or two assistants. Shareholders who wish to bring an assistant must state this in connection with the registration. Shareholders who are represented by a proxy must issue a written and dated power of attorney for the proxy. If the power of attorney has been issued by a legal entity, a copy of the registration certificate, or if such a document does not exist, the corresponding authorization document must be attached. To facilitate registration at the meeting, the power of attorney as well as registration certificates and other authorization documents should be available to the Company at the above address no later than May 2, 2025.
 

Entrance cards will not be used. Instead, the participants will be asked to identify themselves by driver’s licence, passport or other valid identification document. The proceedings will be simultaneously translated into English.
 

Postal voting

A special form must be used for voting by mail. The postal voting form is available below. Completed and signed postal voting forms can be sent by post to Epiroc AB, "AGM", c/o Euroclear Sweden AB, Box 191, SE-101 23 Stockholm, Sweden, or by e-mail to GeneralMeetingService@euroclear.com (referencing ”Epiroc AB AGM”). To receive the postal voting form by mail, please contact Euroclear by telephone +46 8 401 43 02 (workdays between 9.00 a.m. to 4.00 p.m. (CEST)). The completed form must be received by Epiroc no later than May 2, 2025. Shareholders can also cast a postal vote electronically by verifying with BankID via https://anmalan.vpc.se/euroclearproxy?sprak=1
 

Shareholders may not provide the postal vote with special instructions or conditions. If this happens, the postal vote will be invalid in its entirety. Further instructions and conditions can be found in the postal voting form.
 

If shareholders vote by mail by proxy, a written and dated power of attorney signed by the shareholder must be attached to the postal voting form. Proxy forms are available below. If the shareholder is a legal entity, a registration certificate or other authorization document must be attached to the form.
 

Proposed agenda

1) Opening of the Meeting and election of the Chair of the Meeting

2) Election of one or two persons to attest the minutes

3) Preparation and approval of voting list

4) Approval of the agenda

5) Determination of whether the Meeting has been duly convened

6) Presentation of the Annual and Sustainability Report and the Auditor’s Report as well as the Consolidated Financial Statements and the Consolidated Auditor’s Report

7) The President & CEO’s speech and questions from shareholders to the Board of Directors and the Management

8) Decisions regarding

    a) adoption of the income statement and balance sheet as well as the consolidated income statement and consolidated balance sheet

    b) discharge from liability for Board members and the CEO

    c) allocation of the Company’s profit or loss according to the adopted balance sheet and record dates for receiving the dividend

    d) the Board’s remuneration report

9) Determination of the number of

    a) Board members, and

    b) Auditors and any deputy auditor or registered audit firm

10) Election of

    a) Board members, the Nomination Committee’s proposal,

        i) Anthea Bath

        ii) Johan Forssell

        iii) Helena Hedblom

        iv) Jeane Hull

        v) Ronnie Leten

        vi) Jenny Lindqvist

        vii) Ulla Litzén

        viii) Sigurd Mareels

        ix) Fredric Stahl

    b) Chair of the Board, and

    c) Auditors

11) Determining the remuneration,

    a) in cash or partially in the form of synthetic shares, to the Board of Directors, and the remuneration to its committees, and

    b) to the auditors

12) The Board’s proposals regarding

    a) guidelines for executive remuneration

    b) a performance-based personnel option plan for 2025

13) The Board’s proposal regarding mandates to

    a) acquire A shares related to personnel option plan for 2025

    b) acquire A shares related to remuneration in the form of synthetic shares

    c) transfer A shares related to personnel option plan for 2025

    d) sell A shares to cover costs related to synthetic shares to Board members

    e) sell A shares to cover costs in relation to the performance-based personnel option plans for the years 2018, 2019, 2020, 2021 and 2022

14) Closing of the Meeting

The notice in its entirety and more information can be found in the document below.