investor – June 2, 2026

Notice to attend the annual general meeting in Echandia Group AB (publ)

The shareholders in Echandia Group AB (publ), reg. no. 556939-0320 (the ”Company”), are hereby given notice to attend the annual general meeting at 16:00 CEST on Tuesday, 30 June 2026 at the Company’s offices at Johannesfredsvägen 15, 168 69 Bromma.

Notice

Shareholders wishing to participate at the meeting must be entered in the Company’s shareholders’ register no later than the day of the meeting, and are asked to give notice of participation and any assistant no later than Wednesday, 24 June 2026. Notification can be made by e-mail to finance@echandia.se.

Notification should include full name, personal identification number or corporate registration number, address and daytime telephone number and, where appropriate, information about representative, proxy and assistants. The number of assistants may not be more than two. In order to facilitate entry to the meeting, notification should, where appropriate, be accompanied by powers of attorney, registration certificates and other documents of authority.

Proxy

A shareholder represented by proxy shall issue a written power of attorney which shall be dated and signed by the shareholder. The power of attorney may not be older than one year unless a longer period of validity is explicitly stated, but no longer than five years. If issued by a legal entity, the power of attorney shall be accompanied by a registration certificate or, if not applicable, equivalent documents of authority. The original version of the power of attorney shall also be presented at the meeting.

Proposed agenda

1. Opening of the meeting and election of chairman at the meeting

2. Preparation and approval of the voting list

3. Election of one or two persons who shall approve the minutes of the meeting

4. Determination of whether the meeting has been duly convened

5. Approval of the agenda

6. Presentation of the annual report and the auditor's report

7. Resolutions on

a. adoption of the profit and loss statement and the balance sheet

b. allocation of the Company’s profits or losses as set forth in the adopted balance sheet

c. discharge from liability of the board members and the CEO

8. Determination of the number of board members and deputy board members

9. Determination of remuneration for the board of directors and, if applicable, the auditors

10. Election of board members and, if applicable, auditors

11. Resolution on implementation of a long-term incentive programme by way of a directed issue of warrants and approval of transfer of warrants

12. Resolution on authorisation for the board of directors to resolve upon issuances

13. Closing of the meeting

Proposed resolutions

Item 1. Election of chairman at the meeting

Johan Ranstam is proposed as chairman of the meeting.

Item 7.b. Resolution on allocation of the Company’s profits or losses as set forth in the adopted balance sheet

The board of directors proposes that no dividend be paid for the financial year 2025 and that the Company's accumulated funds be carried forward.

Item 8. Determination of the number of board members and deputy board members

Proposed resolutions under this item will be presented no later than in connection with the annual general meeting.

Item 9. Determination of remuneration for the board of directors and, if applicable, the auditors

Proposed resolutions under this item will be presented no later than in connection with the annual general meeting.

Item 10. Election of board members and, if applicable, auditors

Proposed resolutions under this item will be presented no later than in connection with the annual general meeting.

Item 11. Resolution on implementation of a long-term incentive programme by way of a directed issue of warrants and approval of transfer of warrants

The board of directors proposes that the general meeting resolve to carry out a directed issue of not more than 1,461,471 warrants (the “Warrants”), entailing an increase in the share capital of not more than SEK 730,735.5 if the Warrants are fully exercised (subject to potential recalculations in accordance with customary terms and conditions to be applicable in relation to the Warrants). The resolution shall otherwise be governed by the following terms and conditions.

1. The Warrants may, with deviation from the shareholders’ preferential rights, only be subscribed for by the Company after which they are to be transferred to senior executives, employees, advisors and new hires on a group level and within each jurisdiction where the group conducts business (the “Participants”) in accordance with the resolution adopted by the general meeting and instructions from the Company’s board of directors. The Warrants that have not been transferred to the Participants may be cancelled by resolution of the board of directors of the Company. Cancellation of Warrants shall be notified to the Swedish Companies Registration Office for registration. The reason for the deviation from the shareholders’ preferential rights is that the Warrants are to be used within the proposed incentive program.

2. The Warrants are issued free of charge.

3. Subscription of Warrants shall be made by the Company on a subscription list on the same day as the general meeting’s issue resolution. The board of directors shall be entitled to prolong the subscription period.

4. The holders shall be entitled to subscribe for one new ordinary share for each Warrant during the period from 2030-01-01 up to and including 2030-06-01 (the subscription period and the number of ordinary shares entitled to subscribe for is subject to the recalculation terms referred to in section 6 below).

5. The subscription price for each ordinary share subscribed for through exercise of Warrant shall amount to SEK 55 (the subscription price is subject to the recalculation terms referred to in section 6 below). Any amount that exceeds the quotient value shall be transferred to the non-restricted share premium account. Ordinary shares issued following subscription shall entitle to participation in the distribution of dividends for the first time on the record date for dividends that occurs immediately following definite registration of the new ordinary shares in the Company’s share register.

6. The Warrants shall be subject to the terms and conditions, including customary terms and conditions on recalculations of subscription price and the number of ordinary shares which may be subscribed for through exercise of the Warrants, in accordance with sub-schedule A.

Transfer of Warrants to the Participants

The Company shall transfer the Warrants to the Participants against a premium payable by the Participants corresponding to the theoretical market value of the Warrants as of the date of transfer, calculated by use of the Black & Scholes valuation formula.

Warrant agreement

All Warrants will be governed by warrant agreements to be entered into with each Participant. The warrant agreement will include a vesting structure, certain transfer restrictions and other terms and conditions customary for such agreements.

Approval of transfer of Warrants to the Participants

A resolution to issue Warrants in accordance with this proposal also includes an approval of the transfer of Warrants to the Participants.

Majority requirements

The proposed directed issue of warrants, and the approval of the transfer of warrants to the Participants, is governed by the provisions in Chapter 16 of the Swedish Companies Act (Sw. aktiebolagslagen (2005:551)), and a valid resolution therefore requires that the proposal is supported by shareholders representing at least nine-tenths (9/10) of the votes cast as well as of all shares represented at the meeting.

Miscellaneous

The board of directors or a person appointed by the board of directors shall be authorised to make any minor adjustments required to register the resolution with the Swedish Companies Registration Office.

Item 12. Resolution on authorisation for the board of directors to resolve upon issuances

The board of directors proposes that the general meeting authorises the board to resolve, during the period until the next annual general meeting and on one or more occasions, to issue new shares, warrants and/or convertibles. Payment may be made in cash or by way of a contribution in kind, set-off or otherwise subject to conditions. Pursuant to the authorisation, the Company's share capital and number of shares may be increased by a maximum amount and number, respectively, within the limits set out in the articles of association at any given time. Deviations from the shareholders' preferential rights shall be accepted in situations where a directed issue is considered more appropriate for the Company in view of the timing, commercial or similar reasons, and in order to raise working capital, settle outstanding liabilities and/or strengthen the Company's financial position.

Majority requirements

The resolution requires the support of shareholders representing at least two-thirds of both the votes cast and the shares present at the meeting.

The board of directors or a person appointed by the board of directors shall be authorised to make any minor adjustments required to register the resolution with the Swedish Companies Registration Office.

Number of shares and votes in the Company

The total number of shares and votes in the Company at the time of issuance of this notice is 9,677,947. The Company does not hold any of its own shares.

Shareholders’ right to request information

Pursuant to chapter 7, section 32 of the Swedish Companies Act (Sw. aktiebolagslagen (2005:551)) the board of directors and the CEO are under a duty to, if any shareholder so requests and the board of directors deems that it can be made without material damage to the Company, provide information regarding circumstances which may affect the assessment of a matter on the agenda or the Company’s financial situation.

Documentation

Documents to be dealt with at the general meeting will be kept available at the Company’s office and will be sent free of charge to shareholders who so request and state their postal address. The documents will also be made available on the Company’s website www.echandia.com. The above-mentioned documents will also be presented at the meeting.

_______

Echandia Group AB

Bromma, June 2026

The board of directors

ABOUT ECHANDIA

The majority of Echandia’s operations is carried out in the wholly owned subsidiary Echandia Marine AB. Echandia operates from Stockholm, Sweden with representation in North America, China and Denmark.


IR CONTACT

Johan Ranstam, Head of IR
+46 70-958 61 86 j.ranstam@echandia.se