At the EGM, the Offer was explained.

The following resolutions, all of which relate to the Offer, were passed:
3. Cross-border legal merger
a. Amendment of the articles of association of the Company in connection with the proposed merger as referred to under agenda item 3b. (the 'Pre-Merger Amendment')
b. Cross-border legal merger (grensoverschrijdende fusie) between the Company (as the disappearing company) and Sweco (as the surviving company) (the 'Merger') in accordance with the merger terms adopted by the board of directors of Sweco and the executive board of Grontmij (the "Executive Board") (the "Merger Terms")

4. Conditional amendment of the articles of association of the Company as per the Settlement Date (as defined in the Offer Memorandum) of the Offer

5. Conditional appointment of the following persons as members of the Executive Board as per the Settlement Date:
a. Mr Jonas Dahlberg
b. Mrs Caroline Lindgren

6. Conditional granting of full and final discharge to each of the members of the Executive Board from any and all liabilities for the performance of their duties up to the date of the EGM

7. Conditional appointment of the following persons as members of the supervisory board of Grontmij (the 'Supervisory Board') as per the Settlement Date:
a. Mr Tomas Carlsson
b. Mrs Lisa Lagerwall

8. Conditional granting of full and final discharge to each of the members of the Supervisory Board from any and all liabilities for the performance of their duties up to the date of the EGM

The Pre-Merger Amendment was implemented during a suspension of the EGM.

The implementation of the Merger is subject to the Offer having been declared unconditional (gestanddoening), Settlement having taken place, and the Merger conditions as described in Section 14.2 of the Merger Terms having been fulfilled or waived (as the case may be).
The resolutions listed under 4 to 8 above are all subject to the Offer having been declared unconditional (gestanddoening).

Shareholders who have voted against the Merger, have a statutory withdrawal right. The withdrawal right is further explained in the explanatory notes to the agenda of the EGM. A withdrawal application form can be downloaded from the Company's website (on the right side and bottom of this page).

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Press release - Grontmij extraordinary General Meeting adopted all proposed resolutions

Withdrawal Application Form

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