KLARIA PHARMA HOLDING AB
The shareholders of
Registration for the meeting begins at 09:30.
Notification
Shareholders who wish to participate in the meeting must: i. be entered in the share register maintained by
When reporting, the full name, social security or organization number, address, daytime telephone number and, where applicable, information about deputies, agents and assistants must be given. The number of assistants may be a maximum of two. In order to facilitate entry at the meeting, the notification should, where applicable, be accompanied by powers of attorney, registration certificate and other authorization documents.
Trustee-registered shares
Shareholders who have had their shares registered by a trustee must, in order to have the right to participate in the meeting, request to be temporarily entered in the share register maintained by
Voting by proxy
Shareholders who are represented by proxy must issue a written authorization signed and dated by the shareholder for the proxy. If the power of attorney was issued by a legal entity, a copy of the registration certificate must be attached or, if such a document is not available, the corresponding authorization document. Power of attorney forms for shareholders who wish to participate in the meeting by proxy are available on the company's website www.klaria.com. The original power of attorney must also be presented at the meeting.
Election of board and auditor and decision on fees (items 11-14)
The board currently consists of the following three (3) regular members without deputies:
The nomination committee proposes the re-election of all current board members and the re-election of
The nomination committee proposes the re-election of auditor
The nomination committee proposes that the board fee for the period until the end of the next annual general meeting should be
Decision on amendment of the articles of association (item 15)
The board proposes that the general meeting decide on changes to the limits of the articles of association as regards share capital and number of shares (Sections 4 and 5). Section 4 is proposed to be changed from 'The share capital shall be a minimum of
The chairman of the board, the managing director or the person appointed by the board shall have the right to make the minor adjustments in the decision that may prove necessary when registering the decision with the Swedish Companies Registration Office. For a valid resolution, the proposal must be supported by shareholders representing at least two-thirds (2/3) of both the votes cast and the shares represented at the meeting.
Resolution on authorization for the board to increase the share capital
The board proposes that the general meeting decide on an authorization for the board to - in the period until the next annual general meeting and on one or more occasions - make decisions on the issue of new shares, warrants and/or convertibles. Payment must be made in cash or by cash, set-off or otherwise with conditions. The company's share capital must be able to be increased by an amount corresponding to 20 percent of the share capital and the number of shares in the company from the date the board uses the authorization. Deviation from the shareholders' preferential right must be accepted in situations where a directed issue is considered more suitable for the company with regard to timing, commercial or similar reasons and to enable acquisitions.
The chairman of the board, the managing director or the person appointed by the board shall have the right to make the minor adjustments in the decision that may prove necessary when registering the decision with the Swedish Companies Registration Office. For a valid resolution, the proposal must be supported by shareholders representing at least two-thirds (2/3) of both the votes cast and the shares represented at the meeting.
Number of shares and votes in the company
At the time of issuing this notice, there are a total of 106,500,523 outstanding shares and votes in the company. The company does not hold any own shares.
Shareholders right to request information
According to ch. 7 Section 32 of the Swedish Companies Act, the board and the managing director, if a shareholder requests it and the board considers that it can be done without significant damage to the company, must provide information at the general meeting about conditions that may affect the assessment of a matter on the agenda and conditions that may affect the assessment of the company's financial situation. The disclosure obligation also covers the company's relationship with other group companies, the consolidated accounts and such relationships regarding subsidiaries as referred to in the preceding sentence.
Actions
Accounting documents, auditor's report and other documents to be processed at the meeting will be kept available at the company's office no later than three weeks before the meeting and will be sent free of charge to the shareholder who requests it and states his postal address. The documents will also be available on the company's website www.klaria.com from this time at the latest. All of the above documents will also be presented at the meeting.
Contact:
Tel: 08-446 42 99
Email: scott.boyer@klaria.com
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