Notification of Extraordinary General Meeting of Hemtex AB (publ.)
The shareholders of Hemtex AB (publ.), Corp. Reg. No. 556132-7056, are hereby notified of an Extraordinary General Meeting to be held on Wednesday, December 2, 2009.
REGISTRATION Shareholders who intend to participate in the Annual General Meeting must be listed in Euroclear Sweden AB’s shareholder register by Friday, November 26, 2009 and notify the company no later than 4:00 p.m. on Monday, November 29, 2009 at the following address: Hemtex AB, Årsstämma, P. O. Box 495, SE-503 13 Borås, Sweden or by fax at +46 (0)33 - 20 69 91 or e-mail email@example.com. The registration must include name, national identity number/corporate registration number, shareholdings, address, daytime telephone number, information on any advisors and, where applicable, information on proxies or representatives. With respect to, for example, legal entities, registration should also include complete authorization papers such as registration certificates or similar identification documents. The registration certificates must not be more than one year old. Trustee-registered shares Shareholders who have trustee-registered shares must temporarily re-register the shares in their own names to be entitled to participate in the Annual General Meeting. Shareholders requiring such re-registration must notify their trustees in ample time prior to Friday, November 26, 2009 (record date), when such re-registration must be completed. Proxies, etc. Shareholders who are represented by proxy must submit a dated power of attorney. If the authorization is issued by a legal entity, a signed copy of the registration certificate or similar certificate for the legal entity must be enclosed. The authorization document and registration certificate must not be more than one year old. The original of the authorization document and any registration certificate should be sent by mail to the company at the above stated address in ample time prior to the Annual General Meeting. TIME AND LOCATION Wednesday, December 2, 2009, at 4:30 p.m., at the company’s premises at Druveforsvägen 8, SE-504 33 Borås, Sweden. Proposed agenda 1. Opening of the meeting 2. Election of Chairman for the meeting 3. Preparation and approval of voting list 4. Approval of the agenda 5. Election of minutes checker 6. Determination that the Meeting has been duly convened 7. Motions regarding changes to the Articles of Association, including the transition to a calendar year (January 1 – December 31) as the fiscal year for the company 8. Closing of the Meeting. MOTIONS Item 7 - Motions regarding changes to the Articles of Association, including the transition to a calendar year (January 1 – December 31) as the fiscal year for the company The Board proposes that the company’s Articles of Association (paragraph 10) be amended so that the previous definition of the fiscal year as the period from May 1 to April 30 be changed whereby in the future the company’s fiscal year will be the calendar year (January 1 – December 31). This change is being made to adapt to the fiscal year applicable in the Parent Company’s Group. Special majority rules For the resolution under Item 7 at the Extraordinary General Meeting to be valid, the Extraordinary General Meeting’s resolution must be supported by shareholders representing not less than two-thirds of the number of votes exercised and the number of votes represented at the Extraordinary General Meeting. Hakon Invest AB, which currently holds approximately 68.5% of the voting rights and shares of the company, supports the Board’s motion to change the fiscal year. OTHER Documentation The company’s currently applicable Articles of Association are available from the company and on the company’s website. The Board’s complete motion pursuant to Item 7 above will be available as of November 4, 2009 at the company’s office, at the company’s website www.hemtex.com/en/ir, and be distributed to the shareholders who request a copy and provide their address. Number of shares and voting rights At the record date for participation in the Annual General Meeting, Friday, November 26, 2009, the total number of shares and voting rights in the Company was 41,072,360. Borås, November 2009 Hemtex AB (publ) Board of Directors