NOTICE OF ANNUAL GENERAL MEETING IN Q-LINEA AB (PUBL)

NOTICE OF ANNUAL GENERAL MEETING IN Q-LINEA AB (PUBL)

The shareholders in Q-linea AB (publ), reg. no. 556729-0217 (the “Company”) are hereby convened to the annual general meeting on Tuesday 13 June 2023, at 4 pm in Konferens Hubben (conference room 3 and 4) with address Dag Hammarskjölds väg 38, 752 37 Uppsala.

Right to attend the annual general meeting
Shareholders who wish to participate at the annual general meeting shall on Friday 2 June 2023 be registered in the share register kept by Euroclear Sweden AB, and notify his or her intention to attend the annual general meeting on Friday 9 June 2023 at the latest by email to q-linea@lindahl.se or by mail to Q-linea AB (publ), c/o Advokatfirman Lindahl KB, Att: Elsa Malmqvist, Box 1203, 751 42 Uppsala, Sweden.

Such notification shall include the shareholder’s name, personal identification number or company registration number (or similar), and preferably address and telephone number, number of shares, details on advisors (no more than two), if any, and where applicable, details of representatives or proxies.

Nominee-registered shares
Shareholders whose shares are trustee-registered through a bank or other trustee must, in addition to registering for the meeting, have the shares registered in their own name so that the shareholder is entered in the share register as of 2 June 2023. Such registration can be temporary (so-called voting rights registration) and is requested from the trustee according to the trustee’s routines at such time in advance as the trustee determines. Voting rights registrations made no later than 7 June 2023 will be taken into account when preparing the share register.

Proxy
Shareholders who intend to attend by proxy shall issue a dated proxy. If the proxy is executed by a legal entity, a copy of the registration certificate or equivalent for the legal entity must be attached. The proxy may be valid for a period longer than five years from issuance. The original proxy (together with any authorization documents such as certificate of registration) should submitted to the Company in good time before the annual general meeting to the address mentioned above. A blank proxy form is available on the Company’s website www.qlinea.com.

Proposed agenda
1. Opening of the general meeting and election of chairperson of the general meeting
2. Preparation and approval of the voting list
3. Election of one or two persons to verify the minutes
4. Determination as to whether the meeting has been duly convened
5. Approval of the agenda
6. Presentation of the annual report, the auditor’s report and the auditor’s statement as to whether the annual general meeting’s guidelines for remuneration to senior executives have been followed
7. Resolutions on:
    a) the adoption of the income statement and the balance sheet,
    b) allocation of the Company’s result according to the adopted balance sheet, and
    c) discharge from liability for each of the members of the board of directors and the CEO
8. Determination of remuneration to the board of directors and the auditor
9. Election of members of the board of directors and chairperson of the board of directors
10. Election of auditor
11. Resolution on the nomination committee for the next annual general meeting
12. Resolution on approval of the remuneration report 2022
13. Resolution on (A) employee stock option program 2023/2026, (B) directed issue of warrants, (C) approval of transfer, and (D) termination of existing employee stock option programs
14. Resolution on authorisation for the board of directors to decide on the issue of new shares, warrants and/or convertibles
15. Resolution on approval of related party transaction
16. Closing of the general meeting

Proposals to resolutions
Item 1 – Election of chairperson of the general meeting
The nomination committee proposes Mattias Prage, or, in his absence, the person appointed by the board, to be elected chairperson for the meeting.

Item 7b) – Allocation of the Company’s result according to the adopted balance sheet
The board proposes that no dividend is paid for the financial year 2022 and that the Company’s result is carried forward.

Item 8 – Determination of remuneration to the board of directors and the auditor
The nomination committee proposes that an annual fee of SEK 450,000 per year should be paid to the board’s chairperson, SEK 337,500 to the vice chairperson of the board and SEK 225,000 to each of the other directors.

The nomination committee also proposes that an additional annual fee of SEK 40,000 per year should be paid to the chairperson of the remuneration committee, and SEK 20,000 per year to each of the other directors of the remuneration committee.

Furthermore, the nomination committee proposes that an additional annual fee of SEK 90,000 per year should be paid to the chairperson of the audit committee, and SEK 45,000 per year to each of the other directors of the audit committee.

Erika Kjellberg Eriksson has announced that no fee will be paid to her in the event that she is elected in accordance with the nomination committee’s proposal.

The auditor’s fee is proposed to be paid as per approved invoice.

Item 9 – Election of members of the board of directors and chairman of the board of directors
The nomination committee proposes that the board shall consist of seven (7) ordinary board directors and no deputy board directors.

The nomination committee proposes re-election of board members Erika Kjellberg Eriksson, Hans Johansson, Mats Nilsson, Mario Gualano and Nina Korfu-Pedersen and election of Karin Fischer and Finn Albrechtsen for a term of office that extends until the end of the next annual general meeting.

The nomination committee proposes re-election of Erika Kjellberg Eriksson as chairperson of the board and election of Mario Gualano as vice chairperson of the board.

Karin Fischer, born in 1976, is currently CEO of Biolin Scientific AB, a company within the AddLife group. Karin has more than 15 years of global commercial experience from both strategic and operational positions. She has also been stationed in the USA. Karin has worked in various global roles for companies such as Johnson & Johnson, Getinge, Xvivo Perfusion and RLS Global. For the latter, Karin was CEO for just over four years. RLS is listed on First North, Nasdaq. Karin has a Master’s degree in economics from the University of Aberdeen, Scotland. Karin is independent in relation to the Company, the company’s management and the company’s major shareholders. She does not own any shares in the Company.

Finn Sander Albrechtsen, born in 1967, is the current CEO of Vidya Holding Ltd., and has more than 16 years of international leadership experience from the life science and diagnostics industry. This includes seven years with Dako and Agilent Technologies in roles focused on product development, from portfolio and project management to leading the global R&D function. Between 2015 and 2021, Finn was VP of R&D and Business Development for the Microbiology Division at Thermo Fisher Scientific. Finn is an engineer from the Technical University of Denmark. Finn is independent in relation to the Company, the company’s management and the company’s major shareholders. He does not own any shares in the Company.

A presentation of the persons proposed for re-election is available at www.qlinea.com.

Item 10 – Election of auditor
The nomination committee proposes re-election of the auditing firm Öhrlings PricewaterhouseCoopers AB as auditor. The proposal complies with the audit committee’s recommendation.

Item 11 – Resolution on the nomination committee for the next annual general meeting
The nomination committee proposes that the annual general meeting resolves to establish a nomination committee and to adopt instructions for the work of the nomination committee for the 2024 annual general meeting in accordance with the principles as set out below.

Principles for the appointment of the members of the nomination committee
The board’s chairperson is mandated by the general meeting to contact the three largest shareholders according to Euroclear’s share register regarding the conditions as of the opening of the stock exchange on 1 September 2023, each of whom has the right to appoint one member of the nomination committee. Should any of the three largest shareholders not wish to appoint a member of the nomination committee, the fourth-largest shareholder will be approached, and so forth, until the nomination committee consists of three members.

A majority of the nomination committee’s members must be independent from the Company and its management. Neither the CEO nor other members of the Company’s management may be members of the nomination committee. At least one of the nomination committee’s members should be independent from the Company’s largest shareholder in terms of votes, or from a group of shareholders that collaborates with regard to the management of the Company. Directors may be members of the nomination committee, but must not constitute a majority of the nomination committee’s members.

The members of the nomination committee must be announced on the Company’s website no later than six months prior to the annual general meeting.

The term of office for members appointed to the nomination committee continues until a new nomination committee is appointed following the mandate from the next annual general meeting.

The nomination committee shall appoint one of its own members to chair the committee. Neither the chairperson of the board nor any other director may chair the nomination committee.

If a member leaves the nomination committee before its work is completed, and if the nomination committee considers that there is a need to replace this member, the nomination committee shall appoint a new member according to the principles set out above, however based on Euroclear’s transcript of the share register as soon as possible after the member has left its position. Changes in the composition of the nomination committee shall be made public immediately.

The assignment of the nomination committee
The nomination committee shall prepare and present proposals regarding the following items for the 2024 annual general meeting:
a) Election of chairperson for the general meeting,
b) Determination of the number of directors,
c) Determination of fees and other remuneration payable to the board and its committees, divided between the chairpersons and other members,
d) Determination of audit fees,
e) Election of directors and chairperson of the board,
f) Election of auditors, and
g) Principles for the nomination committee’s composition and assignment for the 2025 annual general meeting.

When preparing the proposal of resolution on election of board members and the chairperson of the board, the nomination committee shall apply paragraph 4.1 of the Swedish Code of Corporate Governance (the “Code”) as a diversity policy. The nomination committee shall also in other respects, when preparing proposals for the 2024 annual general meeting adhere to the provisions of the Code.

The nomination committee shall in connection with its assignment fulfill its duties which falls on the nomination committee under the Code.

The work of the nomination committee
The nomination committee shall meet as often as is necessary for the nomination committee to fulfil its tasks, however at least once per year. Notices convening meetings are issued by the chairperson of the nomination committee. If a member of the nomination committee requests that the nomination committee shall be convened for a meeting, the request shall be complied with.

The nomination committee is quorate if at least two members are present. Resolutions of the nomination committee shall be adopted by a simple majority of the members present or, in the event of a tied vote, the chairperson shall have the casting vote.

Remuneration
No remuneration shall be paid to the members for their work in the nomination committee. However, any necessary and reasonable expenses incurred in connection with the nomination committee’s work shall be borne by the Company.

Item 13 – Resolution on (A) employee stock option program 2023/2026, (B) directed issue of warrants, (C) approval of transfer, and (D) termination of existing employee stock option programs
The board proposes that the general meeting of shareholders resolves on

(A) the introduction of employee stock option program 2023/2026 for the Company’s employees,

(B) a directed issue of warrants to the Company, in order to ensure the Company’s delivery of shares according to employee stock option program 2023/2026 and to cover cash flow effects from potential social security costs arising from employee stock option program 2023/2026,

(C) approval of transfer of warrants or shares in the Company to the participants in the employee stock option program, and

(D) the termination of existing employee stock option programs. Resolutions according to A, B, C and D above must be made as one resolution and are thus conditional on each other.

The board considers that it is essential and in all shareholders’ interest that the Company’s employees, who are considered to be important for the Company’s further development, has a long-term interest in a good growth in value of the shares in the Company. A personal long-term ownership commitment can be expected to contribute to an increased interest in the Company’s operations and development, as well as raise the participants’ motivation to achieve or exceed the Company’s strategic and operational goals, and to create a sense of community between the employees and the shareholders.

The company currently has three existing incentive programs; Employee stock option program 2020/2023, Employee stock option program 2021/2024 and Employee stock option program 2022/2025 (the “Existing Programs“). The total number of outstanding employee stock options in the Existing Programs is 609,180 and the number of underlying warrants is 1,055,854 (which includes warrants to cover the effects of social contributions). The board assesses, in light of among else the term and exercise price of the Existing Programs, that these should be replaced with a new program that better meets the prevailing conditions. The intention is thus to wind down the Existing Programs and cancel the underlying warrants, provided that i) the general meeting resolves to introduce employee stock option program 2023/2026, ii) the general meeting resolves to terminate the Existing Programs, and iii) participants in the Existing Programs approve the termination of their respective employee stock options (the board’s intention is that such approval should be a prerequisite for participation in the employee stock option program 2023/2026).

Employee stock option program 2023/2026 is proposed to comprise a maximum of 1,372,800 employee stock options that can be granted to current and additional employees. The board may allow exceptions for participants to be part of more than one program. In addition, it is proposed that a maximum of 431,334 warrants be issued to cover any cash flow effects as a result of the employee stock option program.

The maximum dilution effect of employee stock option program 2023/2026 is estimated to 5.76 percent of the share capital and the votes in the Company (calculated based on the number of existing shares in the Company at the time of the notice), provided full exercise of all employee stock options and warrants issued to cover potential cash flow effects from social contribution costs.

This proposal was prepared by the remuneration committee and thereafter by the board in consultation with external counsel.

A. Employee employee stock option program 2023/2026
The board proposes that the general meeting of shareholders resolves on the introduction of employee stock option program 2023/2026 on the following main terms and conditions.

1. The employee stock option program 2023/2026 shall include not more than 1,372,800 employee stock options.

2. The employee stock options shall be assigned to program participants free of charge.

3. At the achievement of certain goals after a three-year vesting period, each employee stock option shall entitle the holder to acquire one (1) new common share in the Company at an exercise price corresponding to 125 percent of the volume-weighted average price of the Company’s share according to Nasdaq Stockholm’s price list during the period ten (10) trading days before 13 June 2023. The subscription price can, however, in no case be less than the quota value.

4. Offering of employee stock options shall be decided by the Company’s board of directors and offered to persons that are employed by the Company on 15 September 2023 or who have signed an employment agreement with the Company no later than this date but have not yet taken up their employment. In the case of persons who have received staff options within the framework of the Existing Programs, each person will be offered at least as many employee stock options as she/he has received within the framework of the Existing Programs. The total number of employee stock options that can be offered to people within each category follows below.

i) CEO: maximum 60,000
ii) management team: maximum 42,000 per person
ii) other employees: maximum 7,200 per person

5. Employees who are available for participation in the employee stock option program 2023/2026 are proposed to be granted a maximum of the number of employee stock options as referred to in i) – iii) of the preceding item.

6. The employee stock options may be exercised for the subscription of common shares in the Company, in accordance with the terms for the employee stock options, provided that certain strategic and operational goals, set out by the board, are achieved. The goals will be set by the board in advance and will be linked to important events in the Company’s development such as progress in product development, product approvals and commercialization.

7. The right to participate in the employee stock option program 2023/2026 is conditional on the participant entering into an option agreement with the Company and, in the case of participants who have received employee options within the framework of the Existing Programs, that the participant simultaneously approves that the participant’s option agreement and options in the Existing Programs expire in in its entirety and that the underlying warrants are cancelled.

8. Issued employee stock options do not constitute securities and may not be transferred, pledged or otherwise disposed by the holder.

9. The employee stock options are tied to the participant’s employment in the Company. If the employment in the Company is terminated before the employee stock options are exercised for share subscription, all employee stock options which have not yet been exercised by the participant expire without right of exercise. However, the board of directors may approve deviations from this main rule.

10. If a general meeting during the duration of the employee stock options should resolve on, among other things, an increase or decrease in the outstanding number of shares, recalculation can be made to maintain the value of the employee stock options. Decisions on recalculation shall be made by the board of the Company.

11. The board or a person designated by the board shall have the right to decide on minor deviations in the program that may be needed to fulfill the purpose of the program.

12. Participation in employee stock option program 2023/2026 requires, on the one hand, that such participation may lawfully be made, and, on the other hand, that such participation according to the Company’s assessment can be made with reasonable administrative costs and financial efforts.

B. Directed issue of warrants to the Company
To enable the Company’s delivery of shares under employee stock option program 2023/2026 and to cover potential social security costs arising from employee stock option program 2023/2026, the board of directors proposes that the annual general meeting of shareholders resolves on a directed issue of no more than 1,804,134 warrants, out of which no more than 431,334 warrants are proposed to be issued to cover cash flow effects from potential social security costs arising from employee stock option program 2023/2026, according to the following terms.

1. The right to subscribe for the warrants shall, with deviation from the shareholders’ preferential rights, apply to the Company. Oversubscription cannot occur.

2. The reason for the deviation from the shareholders’ preferential rights is that the issue is a step in the introduction of employee stock option program 2023/2026, and to cover cash flow effects from potential social security costs arising from employee stock option program 2023/2026.

3. The warrants are issued free of charge.

4. Subscription of warrants shall be made within three weeks from the date of the issue decision. The board has the right to extend the subscription period.

5. The increase of the Company’s share capital may, upon full exercise of the warrants, amount to a maximum of SEK 90,206.70.

6. The warrants can be exercised through the application for subscription of new common shares during the period from registration at the Swedish Companies Registration Office up to and including 31 December 2026.

7. The subscription price for the share on exercise of the warrants is SEK 0.05. The subscription price may, however, not be less than the quota value of the Company’s share. If the subscription price exceeds the quota value of the previous shares, the excess amount must be reported in the unrestricted share premium fund.

8. The board of directors, or a person designated by the board, is authorized to make minor adjustments that are required for the registration and execution of the decision.

The complete terms and conditions for the warrants are set out in “Terms and conditions of warrants of series (2023/2026:1) to subscribe for new shares in Q-linea AB (publ)”. In the terms and conditions, it is stated that the subscription price, as well as the number of new shares to which each warrant entitles the holder to subscribe, may be recalculated in the event of a bonus issue, issue of shares and certain other cases.

C. Approval of the transfer of warrants or shares in the Company
The board of directors proposes that the general meeting of shareholders resolves to approve (i) that the Company may transfer no more than 1,372,800 warrants or shares in the Company to participants in employee stock option program 2023/2026, or otherwise dispose of the warrants to secure the Company’s commitments in connection with employee stock option program 2023/2026 in connection with that the warrants in employee stock option program 2023/2026 may be exercised for subscription of new shares by the participants, and (ii) that the Company may dispose of no more than 431,334 warrants to cover potential cash flow effects from social security costs in accordance with the terms of employee stock option program 2023/2026.

D. Termination of existing employee stock option programs
The board proposes that the general meeting resolves to wind down the Existing Programs (defined above) and instruct the board, or whoever the board appoints, to cancel the underlying warrants. It is noted that the termination requires i) that the general meeting resolves to introduce the employee stock option program 2023/2026 and ii) that participants in the Existing Programs approve the termination of their respective employee stock options. If not all participants in the Existing Programs approve the termination of their respective employee stock options, the termination will not refer to the Existing Programs as a whole, but instead refer to the number of employee stock options for which approval for termination has been obtained within the respective program. The board, or the person appointed by the board, is assigned to execute the cancellation of underlying warrants (or parts thereof) provided that the relevant approvals have been obtained from the participants in the Existing Programs.

Costs for employee stock option program 2023/2026

The costs for employee stock option program 2023/2026, which are recognized in the income statement, are calculated in accordance with the accounting standard IFRS 2 and are accrued on a straight-line basis over the three-year vesting period. The calculation has been performed with the following assumptions: (i) a share price for Q-linea’s common share of SEK 3.45 at the start of the vesting period; (ii) an assessment of future volatility regarding Q-linea’s common share; (iii) full exercise of the employee stock options; (iv) an annual staff turnover of 5 percent based on Q-linea’s history. In total, this results in a maximum cost of the program of approximately MSEK 1 excluding social security costs. The social security costs are estimated to amount to approximately MSEK 0.1 at an assumed annual increase of the share price of 10 percent until the warrants are expected to be exercised to subscribe for new shares.
Existing long-term incentive programs in the Company

Employee stock option program 2020/2023
At the annual general meeting on 26 May 2020, a long-term incentive program was resolved upon in the form of an employee stock option program. The employee stock options were granted free of charge during June 2020. The employee stock options can be used to subscribe for ordinary shares in the Company provided that certain strategic and operational goals set by the board are met and that the subscriber’s employment in the Company remains at the time of exercising the employee stock option. The goals are linked to important events in the Company’s development, such as progress in product development, product approvals and commercialization. The total number of outstanding employee stock options in the program is 300,470, shares can be subscribed from 30 June to 30 September 2023 and the exercise price is SEK 98.98 per share.

Employee stock option program 2021/2024
At the annual general meeting on 25 May 2021, a long-term incentive program was resolved upon in the form of an employee stock option program. The employee stock options were granted free of charge during June 2021. The employee stock options can be used to subscribe for ordinary shares in the Company provided that certain strategic and operational goals set by the board are met and that the subscriber’s employment in the Company remains at the time of exercising the employee stock option. The goals are linked to important events in the Company’s development, such as progress in product development, product approvals and commercialization. The total number of outstanding employee options in the program is 110,670, share subscriptions can take place June 30 to September 30 2024 and the exercise price amounts to SEK 191.81 per share.

Employee stock option program 2022/2025
At the annual general meeting on 24 May 2022, a long-term incentive program was decided in the form of a staff option program. The staff options were awarded free of charge in June 2022. The staff options can be used to subscribe for ordinary shares in the Company, provided that certain strategic and operational goals set by the board are met and that the subscriber’s employment with the Company remains at the time of exercise of the staff option. The goals are linked to important events in the Company’s development such as progress in product development, product approvals and commercialization. The total number of outstanding employee options in the program is 208,750, share subscriptions can take place June 30 to September 30, 2025 and the exercise price amounts to SEK 102.82 per share.

There are no other share-related incentive programs in the Company. As mentioned above, it is intended that the existing programs will be terminated and replaced by the new employee stock option program (2023/2026).

Item 14 – Resolution on authorisation for the board of directors to decide on the issue of new shares, warrants and/or convertibles
The board of directors proposes that the general meeting of shareholders resolves to authorise the board of directors for the period up to the next annual meeting of shareholders to resolve, on one or several occasions, to increase the Company’s share capital by an amount corresponding to a maximum of twenty (20) percent of the Company’s registered share capital at the time the authorization is invoked first time. The board of directors shall be authorised to adopt decisions on an issue of shares, warrants and/or convertible instruments with deviation from the shareholders’ pre-emption rights and/or an issue in kind or an issue by way of set-off or otherwise on such terms and conditions as referred to in Chapter 2, Section 5, second paragraph, points 1-3 and 5, of the Swedish Companies Act.

An issue in accordance with this authorisation shall be on market conditions. The board of directors shall be authorised to decide on the terms and conditions regarding issues under this authorisation and what persons shall be entitled to subscribe for the shares, warrants and/or convertible instruments. The reason to propose that the board of directors shall be authorised to resolve on an issue with deviation from the shareholders’ pre-emption rights and/or with a provision for issue in kind and set-off or otherwise on such terms and conditions as referred to above is that the Company shall be able to issue shares, warrants and/or convertible instruments in order to raise capital to the Company. If the board deems it appropriate to facilitate the delivery of shares in connection with an issue in accordance with this authorization, the issue can take place at a subscription price that corresponds to the quota value of the shares (provided that the Company ensures through relevant agreements that the Company receives market compensation for the issued the shares).

It is proposed that the CEO is authorised to make such minor adjustments to this resolution that may be necessary in connection with the registration with the Swedish Companies Registration Office and Euroclear Sweden AB.

Item 15 – Resolution on approval of related party transaction
Background and reasoning
On 16 February 2023, the Company announced via press release that the Company’s majority shareholder Nexttobe AB has increased the previously communicated initial loan facility from SEK 100,000,000 to SEK 200,000,000. On 17 March 2023, the Company announced via another press release that Nexttobe AB, within the framework of the previously communicated loan facility of SEK 200,000,000, granted the Company a short-term and interest-free loan of a total of SEK 57,000,000 and paid SEK 25,000,000. On 5 May, an additional payment of 32,000,000 was made to the Company.

The Company and Nexttobe AB are considered related parties since Nexttobe AB owns approximately 33.5 percent of the shares in the Company, which means that the rules in Chapter 16 a of the Swedish Companies Act on certain related party transactions needs to be taken into account when the Company makes use of the loan facility. According to these rules, the general meeting’s approval is required for related party transactions that exceed SEK 1 million and 1% of the company’s market value at the time of the transaction. In the case of loan agreements, the value of the transaction is calculated based on the loan interest rate (and any set-up fee).

Since the granted short-term loan of a total of SEK 57,000,000 was interest-free, the threshold values for material related party transactions according to the Swedish Companies Act were not reached. As indicated in the aforementioned press release, however, the intention is to apply the same market terms (and duration term) as for the remaining facility on the loan in question, provided that the general meeting approves it.

Description of Terms
According to the loan facility agreement, Nexttobe AB has the right to charge fair market interest for the loan. The intention is that the following conditions shall apply to all loans disbursed within the framework of the facility:

– The interest is variable and starts with Swestr 3M + 4% units. However, interest must never be paid at a rate lower than 6%. The interest is calculated and paid quarterly in arrears.

– Loans run until 30 June 2024 and are amortization-free during the loan period, however, the Company has the right to amortize any amount during the term. If the loan is repaid early, accrued interest at the time of repayment must also be paid by the Company.

Given the above-mentioned conditions, the size of the transaction may exceed the threshold values for material related party transactions according to the Swedish Companies Act, and the conditions must therefore be approved by the general meeting of the Company. The board considers that these conditions are market-based and reasonable.

Erika Kjellberg Eriksson and Per Olof Wallström, who are members of Nexttobe AB, have not participated in the board’s proceedings and decisions in matters concerning the conditions.

Proposition for resolution
The board proposes that the meeting resolves to i) approve that the above-mentioned short-term loan of a total of SEK 57,000,000 shall be subject to the above-mentioned conditions (with interest from and including 14 June 2023), and ii) approve the above-mentioned conditions for any future loans disbursed within the framework of the loan facility.

Majority requirements
For resolutions in accordance with the board’s proposal according to item 13 above, it is required that the resolution be supported by shareholders with at least nine tenths of both the votes cast and the shares represented at the meeting. For resolutions in accordance with the board’s proposal according to item 14, it is required that the resolution be supported by shareholders with at least two-thirds of both the stated votes and the shares that are represented at the meeting. For resolutions in accordance with the board’s proposal according to item 15 above, it is required that the resolution be supported by shareholders with at least half of both the stated votes and the shares that are represented at the meeting, however, that the shares and votes that are held, directly or indirectly, by Nexttobe AB and its members are not to be considered.

Number of shares and votes
As of the date of this notice, there are a total of 29,537,947 shares in the Company, all common shares. The total number of votes are 29,537,947. Further, the Company holds 328,472 common shares, corresponding to a total of 328,472 votes. The Company may not vote for its own shares.

Shareholders’ right to information at the annual general meeting
The board of directors and the CEO shall, upon request by any shareholder, and where the board of directors believes that such may take place without significant harm to the Company, provide information in respect of any circumstances which may affect the assessment of a matter on the agenda or the Company’s financial position as well as the Company’s relationship to other group companies. Anyone who wants to send in questions in advance can send them to Q-linea AB (publ), att: Christer Samuelsson, c/o Uppsala Science Park, 751 83 Uppsala, Sweden.

Documentation
The annual report and the auditor’s report, the board’s report on the remuneration committee’s evaluation of remuneration to senior executives, the auditor’s statement regarding compliance with the guidelines for remuneration to senior executives, and the board’s complete proposals as well as other documents according to the Swedish Companies Act will be held available at the Company’s office (Dag Hammarskjölds väg 52 B in Uppsala) and on the Company’s website
(www.qlinea.com) no later than Tuesday 23 May 2023. The nomination committee’s proposal and motivated statement will be available on the address stated above as well as on the website stated above no later than four weeks before the general meeting. The documents will also be sent, without charge, to shareholders who so request and inform the Company of their postal address.

In connection with the annual general meeting, the Company will process personal data in accordance with its privacy notice, available on the Company’s website, www.qlinea.com.

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Uppsala in May 2023
Q-linea AB (publ)
The board of directors