NOTICE TO ATTEND the Annual General Meeting of BioGaia AB (publ)
BioGaia AB (publ) will hold its Annual General Meeting at 4:00 p.m. on Wednesday, 22 April 2009, at World Trade Center, Manhattan Room, Kungsbron 1, in Stockholm. The doors will be opened for registration at 3:00 p.m. Registration will end at 4:00 p.m.
In order to be entitled to participate in the Annual General Meeting (AGM), shareholders must be recorded in the register of shareholders maintained by Euroclear Sweden AB (formerly VPC AB) no later than Thursday, 16 April 2009 and must provide notice of participation to the Company's head office no later than 4:00 p.m. on Friday, 17 April 2009. Notification can be made by mail to BioGaia AB (publ), Box 3242, SE-103 64 Stockholm, Sweden, by telephone +46 (0)8-555 293 00, by fax +46 (0)8-555 293 01, by e-mail info@biogaia.se, or by returning the reply card that has been sent to all shareholders. The notification should include the shareholder's name, personal or corporate identity number, address, telephone number, registered shareholding and the names of any proxies or assistants.
In order to vote in the Meeting, shareholders whose shares are registered in the name of a trustee must temporarily re-register the shares in their own name. Such re-registration must be completed no later than Thursday, 16 April 2009.
Power of attorney
Shareholders who are represented by a proxy must issue a dated power of attorney. The power of attorney may not be more than one year old. If the power of attorney is issued by a legal entity, a copy of the certificate of registration or other proof of authorisation for the legal entity must be attached. Form for the power of attorney can be downloaded from the Company's website www.biogaia.se.
Proposed agenda
1. Opening of the Meeting.
2. Election of the Chairman of the Meeting.
3. Drawing up and approval of the voting list.
4. Approval of the agenda.
5. Election of one or two minutes-checkers.
6. Determination as to whether the Meeting has been duly convened.
7. Address by the Managing Director.
8. Presentation of the annual report, the audit report, the consolidated financial
statements and consolidated audit report.
9. Resolution's regarding:
a) Adoption of the income statement and balance sheet and the consolidated income statement and balance sheet,
b) Appropriation of the Company's earnings according to the adopted balance sheet,
c) Discharge from liability for the Board of Directors and the Managing Director.
10. Presentation of the Nominating Committee's proposals regarding items 11- 14 and 16 below
11. Resolution regarding the number of Board members.
12. Determination of fees to be paid to the Board of Directors and auditors.
13. Election of Board members.
14. Election of the Board Chairman.
15. Proposed principles for remuneration of senior executives.
16. Resolution regarding the Nominating Committee.
17. Resolution regarding amendments to the Articles of Association.
18. Adjournment of the Meeting.