ASMALLWORLD AG, Zurich

Invitation to the

virtual Annual General Meeting

Dear Shareholders

We are pleased to invite you to the virtual Annual General Meeting

of ASMALLWORLD AG.

Date and Time

26 April 2024 at 09:30 a.m.

Place

electronic shareholder platform www.gvote.ch

INTODUCTION

Welcome

by Michael Manz, Chairman of the Board of Directors of ASMALLWORLD AG.

Reporting on the business year 2023

by Jan Luescher, CEO of ASMALLWORLD AG.

AGENDA

  1. Approval of the Management Report, the Financial Statements of ASMALLWORLD AG and the Consolidated Financial Statements for the 2023 Financial Year; Acknowledgement of the Auditor's Reports (Vote 1)
    The Board of Directors proposes the approval of the management report, the ASMALLWORLD AG financial statements and the consolidated financial statements for the 2023 financial year, taking note of the auditor's reports.
  2. Discharge from Liability of the Members of the Board of Directors and Management (Vote 2)
    The Board of Directors proposes to discharge its members and the members of the Executive Committee from liability for the financial year 2023.
  3. Appropriation of Available Earnings of ASMALLWORLD AG for 2023 (Vote 3)
    The Board of Directors proposes to carry forward the company's loss of CHF 613'040 to the 2024 account.

4. Elections of the Board of Directors (Votes 4 to 7)

4.1 Re-election of the Board Chair (Vote 4)

The Board of Directors proposes to re-elect Michael Manz as Member and Chairman of the Board of Directors until the end of the next Annual General Meeting.

4.2 Re-election of Board Members (Votes 5 - 7)

The Board of Directors proposes the re-election of Jan Luescher (5), Dr. Fabian Hoeffer von Loewenfeld (aka Alexander Koenig / 6) and Christopher Hartley (7) as Members of the Board, each by individual vote and each until the end of the next Annual General Meeting.

  1. Re-electionsof the Compensation Committee (Votes 8 & 9)
    The Board of Directors proposes the re-election of Michael Manz (8) and Dr. Fabian Hoeffer von Loewenfeld (aka Alexander Koenig / 9) as members of the Compensation Committee, each by individual vote and each until the end of the next Annual General Meeting.
  2. Re-electionof the Statutory Auditor (Vote 10)
    The Board of Directors proposes the re-election of PricewaterhouseCoopers AG, Zurich, as statutory auditor for the financial year starting on January 1, 2024.
  3. Re-electionof the Independent Proxy (Vote 11)
    The Board of Directors proposes the re-election of bellpark legal ag, Zurich, as Independent Proxy until the end of the next Annual General Meeting.
  4. Votes on Compensation for the Members of the Board of Directors and the Executive (Votes 12 to 15)
    1. Vote on the compensation of the Board of Directors for the financial year 2025 (Vote 12): The Board of Directors proposes approval of CHF 50'000 (incl. employer contributions to social security) for the financial year 2025.
    2. Vote on the fixed compensation of the Management for the financial year 2025 (Vote 13): The Board of Directors proposes approval of fixed compensation for the Management of CHF 1'000'000 (incl. employer contributions to social security) for the financial year 2025.
    3. Vote on the variable compensation of the Management for the financial year 2024 (Vote 14): The Board of Directors proposes approval for the Management in the form of options of CHF 500'000 (including employer contributions to social security) and CHF 1'500'000 in cash (including employer contributions to social security) for the financial year 2024.
    4. Vote on the variable Compensation of the Management for the financial year 2023 (Vote 15): The Board of Directors proposes approval of an amount of variable compensation for the Management in the form of options of CHF 43'849 (32'272 Optionen Options, including employer contributions to social security) and CHF 130'000 in cash (including employer contributions to social security) for the financial year 2023.

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Access to the Virtual General Meeting

According to Article 11, Paragraph 1 of the Articles of Association, the general meeting can be conducted using electronic means and without a specified meeting location. The virtual general meeting is accessible via the electronic shareholder platform www.gvote.chand will take place on April 26, 2024. Access is provided by using your personal username and password. As a shareholder, you should have received the access data by post mail. If this is not the case, please contact generalversammlung@computershare.ch

Online Proxy Voting

Shareholders have the option to cast or change their votes electronically from April 5, 2024, at 07:00 AM, until April 19, 2024, at 11:59 PM. Please visit the website www.gvote.chand log in with your username and password for this purpose. As a shareholder, you should have received the access data by post mail. If this is not the case, please contact generalversammlung@computershare.ch

Power of attorney to the independent proxy

The independent proxy (bellpark legal ag, Ausstellungsstrasse 41, 8005 Zurich) shall approve all announced proposals of the board of directors on my behalf if I have not given electronic instructions to the contrary. In the event that additional or amended proposals to announced agenda items and/or new proposals are submitted at the ordinary general meeting of shareholders or by the board of directors, I instruct the independent proxy empowered by me to exercise my votes on unannounced proposals in accordance with the proposal of the board of directors, provided I have not given specific instructions for the exercise of my voting rights on unannounced proposals.

Organizational matters

The invitation in German is the original text. In the event of any discrepancies, the German text shall take precedence over this English translation.

Annual Report and Auditors' Reports

The Annual Report 2023 contains the management report, the financial statements of ASMALLWORLD AG, the consolidated financial statements, the remuneration report, and the reports of the auditors for the financial year 2023. Shareholders can download the Annual Report 2023 via https://www.asmallworldag.com/financial-reports

Contact

ASMALLWORLD AG, Investor Relations, Seidengasse 20, 8001 Zurich

E-Mail: info@asmallworldag.com

ASMALLWORLD AG

For the Board of Directors

Michael Manz, Chairman of the Board

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Disclaimer

Asmallworld AG published this content on 05 April 2024 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 05 April 2024 07:22:06 UTC.