East Capital Explorer AB - Notice of an Extraordinary General Meeting of East Capital Explorer AB (publ)


The shareholders of East Capital Explorer AB (publ), 556693-7404 (the
"Company"), are hereby given notice to attend the Extraordinary General Meeting
("EGM") to be held at 10:00 am on Monday, 24 March 2014, at Carnegie Hall,
Regeringsgatan 56 in Stockholm, Sweden. Registration for the meeting will
commence at 9:30 am.

Notification of participation

In order to be entitled to participate at the EGM, shareholders must be recorded
as  shareholders in the printout of the share register that is made by Euroclear
Sweden  AB  on  Tuesday,  18 March  2014, and  give notice of their intention to
participate at the EGM no later than Tuesday, 18 March 2014, at 4:00 pm.
Notice   of   participation  at  the  EGM  may  be  given  either  by  telephone
+46 8 505 97 700, on  the  website  www.eastcapitalexplorer.com/egm,  by e-mail:
egm@eastcapitalexplorer.com  or by mail to East Capital Explorer AB (publ), P.O.
Box 7214, 103 88 Stockholm, Sweden. Please print "EGM" on the envelope.
The  name,  personal  identification  number  (or  company registration number),
address  and telephone number of the shareholder, shareholding and attendance of
any  proxies or assistants  should be provided  in the notice.  No more than two
assistants  may attend and only if the  number of assistants have been announced
in advance. Proxies do not have to announce the number of assistants.
Personal  data collected from powers of attorney  and the share register kept by
Euroclear  Sweden AB will be used for registration and preparation of the voting
list for the EGM.
Nominee-registered shares
In order to be entitled to participate at the EGM, shareholders whose shares are
registered in the name of a nominee must temporarily re-register the shares in
their own name. Such registration must be effected at Euroclear Sweden AB no
later than on Tuesday, 18 March 2014. The nominee should be contacted in ample
time prior to this date.
Proxies etc.
Shareholders who are represented by proxy shall issue a power of attorney for
the representative. Powers of attorney in original and, for legal entities,
certificate of registration should be submitted to the Company at the address
above in ample time prior to the EGM. The power of attorney and certificate of
registration may not be older than one year, the power of attorney may, however,
be older if it, according to its wording, is valid for a longer period, maximum
five years. The Company provides proxy forms on the website
www.eastcapitalexplorer.com/egm. Order may also be placed by telephone on
+46 8 505 97 700.
Note  that shareholders who  are represented by  proxy must also  give notice of
participation  in accordance with the instructions given above and be registered
in  their own name at Euroclear Sweden AB on Tuesday, 18 March 2014. A submitted
proxy is not valid as a notification to participate at the EGM.
Number of shares and votes
At the time of issuing the notice to attend the EGM, the Company has a total of
31,424,309 registered shares, with one vote per share. The Company does not hold
any own shares.
Right to request information
Shareholders present at the EGM have a right to request information regarding
the matters on the agenda or the Company's economic situation in accordance with
Chapter 7, Section 32 of the Swedish Companies Act (2005:551).
Proposed agenda
1. Opening of the meeting

2. Election of the chairman of the meeting

3. Preparation and approval of the voting register

4. Approval of the agenda

5. Election of one or two persons to attest the minutes of the meeting

6. Decision on whether the meeting has been duly convened

7. Decision to enable a new issue of preference shares:

a) amendments to the articles of association

b) authorisation for the Board of Directors to resolve on new issues of
preference shares

8. Decision regarding amendments to the articles of association

9. Decision regarding amendments to the articles of association

10. Closing of the meeting

The Board of Directors' proposals for resolution

7. Decision to enable a new issue of preference shares

Items 7. a)-b) below are to be considered as one joint proposal and are,
therefore, to be approved as one resolution by the EGM.

7 .a) Amendments to the articles of association

§ 6 "Number of shares"

The Board of Directors proposes that § 6 "Number of shares" of the Company's
articles of association is given the wording set out below.

§ 6 Number of shares, classes of shares and rights between the classes of shares

1.               Number of shares
The number of shares shall be not less than 20,000,000 and not more than
80,000,000.

2.               Classes of shares
Shares may be issued in two different classes: ordinary shares and preference
shares. Ordinary shares may be issued up to a number equal to the highest number
of shares that may be issued under these articles of association. No more than
2,000,000 preference shares may be issued.

3.               Number of votes
Each ordinary share carries one (1) vote. Each preference share carries one-
tenth (1/10) vote.

4.               Restrictions on new issue of preference shares and value
transfers in certain events
For as long as there are preference shares issued and the Preference Share Ratio
(calculated as set out below) exceeds 40 per cent it may not be resolved to:

(i)              issue additional preference shares; or

(ii)            make a value transfer to holders of ordinary shares.

The Preference Share Ratio is calculated as follows:

 A x B
------
   C



whereas:

 A is equal to the redemption price set out in section 6 ii. below as at the
   resolution date (including any accrued portion of the Preference
   Distribution and any Retained Amounts and regardless of how long time has
   passed since the First New Issue);

 B is equal to the total number of registered preference shares plus any
   additional preference shares that (a) have not yet been registered, but have
   been validly resolved to be issued, (b) may be issued through a conversion
   or exercise of convertible instruments or warrants then outstanding and
   (c) may be issued under any other financial instrument then outstanding, but
   less any such preference shares that (d) are held by the company or (e) are
   subject to a redemption validly resolved by a General Meeting or the Board
   of Directors; and

 C is equal to the book value of the equity of either the group of companies in
   which the company is the parent company or the company, whichever is the
   lower, as recorded in the most recent interim report presented by the
   company, less any proposed but not yet validly resolved or effectuated
   (a) value transfer under paragraph (ii) above and (b) Preference
   Distribution under section 5 below, in each case converted to SEK in
   accordance with the exchange rate as of the balance sheet date of the most
   recent interim report presented by the company.


5.              Preference shares' right to distribution of profits
If a General Meeting resolves on a distribution of profits, the preference
shares shall have a priority over the ordinary shares as follows.

For each payment, the priority to distribution of profits per preference share
(the "Preference Distribution") shall amount to one-fourth (1/4) of the annual
Preference Distribution ("Annual Preference Distribution"). The record date for
each such distribution is set out below.

As from the first payment of a Preference Distribution, the Annual Preference
Distribution shall amount to SEK 100 per preference share.

As from the first payment of a Preference Distribution that occurs after the
Annual General Meeting subsequent to the fifth (5th) anniversary of the first
new issue of preference shares (the "First New Issue"), the Annual Preference
Distribution shall be adjusted on the basis of the Reference Interest as at the
relevant Recalculation Day. The adjustment is made upon the Board of Directors
determining a new Annual Preference Distribution by applying the following
formula:

(Margin + New Interest) x First Subscription Price

whereas such product shall be rounded up or down to the nearest whole number SEK
amount and the following terms shall have the meanings set out below:

 "Banking Day"              means any day that is not a Sunday or a public
                            holiday or any such other day that is considered to
                            be a public holiday when repaying a debt (Saturday,
                            Midsummer's Eve, Christmas Eve and New Year's Eve
                            are currently considered to be such days);

 "First Subscription Price" means the SEK amount paid for each preference share
                            under the First New Issue;

 "Initial Interest"         means the Reference Interest at 12:00 noon CET on
                            the day the First Subscription Price was validly
                            set;

 "Margin"                   means (100 / First Subscription Price) - Initial
                            Interest;

 "New Interest"             means the Reference Interest at 12:00 noon CET on
                            the Recalculation Day in the calendar year in which
                            a new Annual Preference Distribution shall be
                            determined;

 "Recalculation Day"        means the anniversary of the First New Issue in
                            such calendar year in which a new Annual Preference
                            Distribution shall be determined, or if such day is
                            not a Banking Day, the immediately preceding
                            Banking Day; and

 "Reference Interest"       means the 5-year annual interest for interest swap
                            transactions in SEK "OMX SEK SWAP 5Y" (or such
                            other interest replacing it) displayed on NASDAQ
                            OMX' website for Swap Fixing, expressed as a
                            percentage with three (3) decimals. If such
                            reference interest does not exist at the relevant
                            time, the Board of Directors shall set another
                            reference interest, which in the opinion of the
                            Board of Directors is most adequate to properly
                            replace the above reference interest taking into
                            account the principles according to which the
                            reference interest is determined, whereas the Board
                            of Directors shall, as a starting point, determine
                            the other reference interest to be such comparable
                            interest that is displayed by another
                            internationally recognised independent source and,
                            if this is not possible, by consulting no less than
                            three recognised Swedish banks about their
                            respective interests and, on the basis thereof,
                            determine the reference interest as the average of
                            the interests provided by such banks.


The company shall display the Margin and each Annual Preference Distribution on
its website.

The distribution of profits on preference shares shall be paid in SEK on a
quarterly basis. The record date for such distributions shall be 5 February, 5
May, 5 August and 5 November and, if such day is not a Banking Day, the
immediately preceding Banking Day. The payment shall be made on the third (3rd)
Banking Day after the record date.

If no distribution of profits on the preference shares is paid, or if the
payment of such distribution amounts to less than the Preference Distribution,
the preference shares shall carry a right, subject to a General Meeting
resolving on a distribution of profits, to receive an amount, in addition to
future Preference Distributions, equally apportioned among the preference
shares, corresponding to the difference between the amount that should have been
paid as set out above and the amount actually paid ("Retained Amounts") before
any value transfers to holders of ordinary shares are made. Retained Amounts
shall be adjusted upwards by a factor corresponding to an annual interest rate
of twenty (20) per cent, it being understood that such adjustment shall be made
as from the quarterly date at which the distribution of profits were paid or
should have been paid (that is, if no such distribution has been paid at all).
The payment of Retained Amounts is subject to a General Meeting resolving on a
distribution of profits.

The preference shares do not carry any other rights to distribution of profits
than those set out above.

6.              Redemption of preference shares
The share capital may be reduced (but not below the minimum share capital) by
way of a redemption of all or part of the preference shares upon a resolution of
the Board of Directors to do so. When resolving upon a redemption, an amount
equal to the share capital reduction shall be allocated to the statutory
reserve, provided that sufficient funds for this purpose are available.

The preference shares shall be redeemed pro rata to the number of preference
shares held by each holder of preference shares. If the allocation set out above
does not result in an even number of shares, the Board of Directors shall
allocate the surplus preference shares to be redeemed. If, however, the
resolution is supported by all of the holders of preference shares, the Board of
Directors can resolve on which shares to redeem.

The redemption price for each redeemed preference share shall be calculated as
follows:

(i)              Until the third (3rd) anniversary of the First New Issue, the
redemption price shall be equal to 120 per cent of the First Subscription Price
plus any accrued portion of the Preference Distribution plus any Retained
Amounts adjusted upwards with an interest as set out in section 5 above. The
redemption price for each redeemed preference share shall in no event be less
than the quota value of a preference share.

(ii)            As from the third (3rd) anniversary of the First New Issue and
the period thereafter, the redemption price shall be equal to 105 per cent of
the First Subscription Price plus any accrued portion of the Preference
Distribution plus any Retained Amounts adjusted upwards with an interest as set
out in section 5 above. The redemption price for each redeemed preference share
shall in no event be less than the quota value of a preference share.

The expression "accrued portion of the Preference Distribution" means accrued
Preference Distribution for the period commencing on the day after the most
recent record date for a distribution of profits on preference shares up until
and including the day the redemption price is paid. The number of days shall be
calculated on the basis of the actual number of days relatively to 90 days.

7.              Liquidation of the company
Upon a liquidation of the company, the preference shares shall have a priority
over the ordinary shares to receive an amount per preference share equal to the
redemption price that would have been applicable at the time of liquidation,
calculated in accordance with section 6 above, from the company's assets before
any distribution proceeds are distributed to the holders of ordinary shares. The
preference shares do not carry any other rights to distribution proceeds than
those set out in this section 7.

8.              Recalculation upon certain corporate events
Upon a change of the number of preference shares as a result of a consolidation
of shares, share split or another similar corporate event, the amounts that the
preference shares carry right to under sections 5-7 in this § 6 shall be
recalculated in order to reflect such change.

9.              Preferential rights
In the event that the company resolves to, by a cash issue or a set-off issue,
issue new shares of different classes, the holders of ordinary shares and
preference shares shall have preferential rights to subscribe for new shares of
the same class pro rata to their existing shareholding in that class (primary
preferential right). Shares not subscribed for on the basis of primary
preferential rights shall be offered for subscription to all shareholders
(secondary preferential right). If the number of shares offered in this manner
is insufficient for subscription based on secondary preferential rights, the
shares shall be allocated among the subscribers pro rata to their aggregate
existing shareholding, irrespective of whether such shares are ordinary shares
or preference shares. To the extent this is not possible as regards a certain
share/certain shares, the allocation shall be made by drawing of lots.

In the event that the company resolves to, by a cash issue or a set-off issue,
issue new shares of only one class, the shareholders of that class shall have
preferential rights to subscribe for new shares pro rata to their existing
shareholding in that class (primary preferential right). Shares not subscribed
for on the basis of primary preferential rights shall be offered for
subscription to all shareholders (secondary preferential right). If the number
of shares offered in this manner is insufficient for subscription based on
secondary preferential rights, the shares shall be allocated among the
subscribers pro rata to their aggregate existing shareholding, irrespective of
whether such shares are ordinary shares or preference shares. To the extent this
is not possible as regards a certain share/certain shares, the allocation shall
be made by drawing of lots.

In the event that the company resolves to, by a cash issue or a set-off issue,
issue new warrants or convertibles, the shareholders shall have preferential
rights to the subscription of the new warrants as if the issue related to the
shares that may be subscribed for following an exercise of the warrants or, in
case of an issue of convertibles, as if the issue related to the shares that the
convertibles may be converted into.

What is stipulated above shall not restrict the possibilities for resolving on a
cash issue or set-off issue with deviation from the shareholders' preferential
rights.

An increase of the share capital by a bonus issue, where new shares are issued,
may only occur by an issue of new ordinary shares. In such case, only holders of
ordinary shares have preferential rights to such new ordinary shares pro rata to
their existing holdings of ordinary shares. The above shall not restrict the
possibilities for resolving, after necessary amendments of these articles of
association, on an issue of shares of a new class.

Other editorial amendment

In addition, the Board of Directors proposes that the EGM resolves on the
amendment set out below for the purposes of correcting the articles of
association that have been registered with the Swedish Companies Registration
Office.

In § 7 "The Board of Directors and auditors", the article is divided into three
paragraphs.

Issued shares

All of the issued shares shall be ordinary shares.

Authorisation

The Board of Directors and the managing director, or anyone appointed by the
managing director, are each authorised to make such minor adjustments to the
resolution as may be required in connection with registration of the resolution
with the Swedish Companies Registration Office and Euroclear Sweden AB,
respectively.

7. b) Authorisation for the Board of Directors to resolve on new issues of
preference shares
The Board of Directors proposes that the EGM authorises the Board of Directors
to, at one or several occasions before the Annual General Meeting 2014, with or
without deviation from the preferential rights of the shareholders, resolve to
issue no more than 1,000,000 preference shares.

Authorisation

The Board of Directors and the managing director, or anyone appointed by the
managing director, are each authorised to make such minor adjustments to the
resolution as may be required in connection with registration of the resolution
with the Swedish Companies Registration Office and Euroclear Sweden AB,
respectively.

8. Decision regarding amendments to the articles of association
The Board of Directors proposes the amendments below to the Company's articles
of association.

In § 3 "Operations" and in § 13 "Majority resolutions in certain cases", "East
Capital Explorer Investments AB" is replaced with "East Capital Explorer
Investments S.A." and "org. no. 556693-7370" is replaced with "reg.no. B
184482".

In § 7 "The Board of Directors and auditors", "Investment Management Agreement"
is replaced with "Investment Agreement".

In § 13 "Majority resolutions in certain cases", the term "Investment Agreement"
is inserted in the first sentence after the expression "The company is party to
an" (the name of the agreement has been omitted in the registered articles of
association).

The amendments to the articles of association in accordance with this item 8.
are conditional upon the Company entering into an investment agreement regarding
the ownership and management of East Capital Explorer Investments S.A.

Authorisation

The Board of Directors and the managing director, or anyone appointed by the
managing director, are each authorised to make such minor adjustments to the
resolution as may be required in connection with registration of the resolution
with the Swedish Companies Registration Office.

9. Decision regarding amendments to the articles of association
The Board of Directors proposes that § 3 "Operations" of the Company's articles
of association is given the wording set out below.

§ 3 Operations

The company shall be an internally managed alternative investment fund which
shall own and manage shares or other securities in East Capital Explorer
Investments S.A., reg. no. B 184482, other documents of value and liquid funds
and to conduct such other therewith compatible business which the company is
permitted to conduct under the Swedish Alternative Investment Fund Managers Act.

The amendment to the articles of association in accordance with this item 9. is
conditional upon the Company receiving a license from the Swedish Financial
Supervisory Authority to be a manager of an internally managed alternative
investment fund.

Authorisation
The Board of Directors and the managing director, or anyone appointed by the
managing director, are each authorised to make such minor adjustments to the
resolution as may be required in connection with registration of the resolution
with the Swedish Companies Registration Office.

                                     * * *

Majority requirements
For a resolution in accordance with item 7. to be valid, it is necessary that it
is supported by shareholders representing at least two-thirds of both the votes
cast and the shares represented at the EGM. For a resolution in accordance with
each of items 8. and 9. to be valid, it is necessary that it is supported by
shareholders representing at least three-quarters of both the votes cast and the
shares represented at the EGM.

Available documents
The Board of Directors' complete proposals will be made available at the offices
of the Company on Kungsgatan 33 in Stockholm and on the website
www.eastcapitalexplorer.com/egm as from Monday, 3 March 2014, at the latest.
Copies will be sent to shareholders who so request and state their mailing
address.





                                     * * *





                           Stockholm in February 2014
                        EAST CAPITAL EXPLORER AB (publ)
                               Board of Directors


[HUG#1763336]

Attachments

140220 - Notice of ECEX EGM 2014.pdf