Notice of extraordinary general meeting in Broström AB (publ)
The shareholders in Broström AB (publ) are hereby summoned to the extraordinary general meeting to be held on Monday 16 February, 2009 at 4 p.m. CET at Götheborg Salen, Läppstiftet Konferens, Lilla Bommen 1-2, Göteborg.
PARTICIPATION
Shareholders are entitled to participate in the general meeting provided they are registered in the printout of the shareholder register made on 10 February 2009 and have notified the company of their intention to participate by 4 p.m. on 10 February 2009. The number of attending assistants (not more than two) must be notified at the same time.
REGISTRATION IN THE SHARE REGISTER
Shareholders whose shares are nominee registered through a bank or other nominee must temporarily re-register their shares in their own names in order to be able to participate in the general meeting. Such registration must have been effected with VPC AB no later than 10 February 2009. The shareholders are therefore advised to notify the nominee well in advance of this date.
NOTICE OF ATTENDANCE
Shareholders who wish to attend the general meeting must notify the company by no later than 4 p.m. on 10 February, 2009, at the following address: Broström AB, SE-403 30 Göteborg, Sweden. Notification can also be made by phone, on +46 31 61 61 17, by fax on +46 31 711 80 30, by e-mail at bolagsstamma@brostrom.se, or via Broström's website www.brostrom.com. When giving notice of attendance, shareholders must indicate their name, national identification number/company registered number, address and phone number.
PROXIES ETC
Shareholders are entitled to be represented by another person with a written and dated proxy. If a proxy has been issued by a legal entity, an authorised copy of the certificate of registration for the legal entity must be provided. The proxy and the certificate of registration must not have been issued earlier than one year before the date of the general meeting. In order to facilitate registration at the general meeting, original proxies, certificates of registration and other documents of authority should be received by the company by 10 February 2009 at the latest. For those who would like to be represented by proxy, there is a proxy form available at www.brostrom.com. The proxy form will also be sent, free of charge, to the shareholders who so request and state their address.
NUMBER OF SHARES AND VOTES
There are 65,797,184 shares divided into 4,251,456 Class A-shares and 61,545,728 Class B-shares. The total number of votes is 104,060,288, whereof 42,514,560 are represented by the Class A-shares and 61,545,728 are represented by the Class B-shares. Of the total number of shares, there are currently 2,254,000 repurchased treasury shares which cannot be represented at the general meeting.
AGENDA
1. Opening of the meeting
2. Election of a chairman to preside over the meeting
3. Preparation and approval of the voting list
4. Approval of the agenda
5. Election of one or two persons to verify the minutes
6. Determination of whether the meeting has been duly convened
7. Determination of the number of board members and deputy board members
8. Determination of the board’s fees
9. Election of the chairman of the board, other board members and deputy board members
10. Closing of the meeting
PROPOSED RESOLUTIONS
Election of a chairman to preside over the meeting (item 2)
The shareholder Maersk Product Tankers AB, which following completion of its public offer for Broström controls more than 90 per cent of the shares in Broström, proposes that the lawyer Pontus Enquist be elected chairman of the general meeting.
Proposal for election of board members and resolution on fees (items 7-9)
Maersk Product Tankers AB proposes that the board of directors be composed of five (5) ordinary board members with no deputy board members and that Sören Skou, Sören Thorup Sörensen, Kristian V Mörch, Thomas Dyrbye and Göran Nyström be elected new board members. It is proposed that Sören Skou be elected chairman of the board. Maersk Product Tankers AB further proposes that no fees shall be paid to the elected new board members.
Information regarding the proposed new board members:
Sören Skou, born 1964, is Partner and member of the A.P. Moller – Maersk Group’s Executive Board and holds various responsibilities areas within the Group, including CEO of Maersk Tankers. Sören Skou is also a board member of companies within the A.P. Moller – Maersk Group.
Sören Thorup Sörensen, born 1965, is Chief Financial Officer of the A.P. Moller – Maersk Group and is also Partner and a member of the Group’s Executive Board. Sören Thorup Sörensen is a board member of companies within the A.P. Moller – Maersk Group.
Kristian V. Mörch, born 1967 is Chief Operating Officer in Maersk Tankers and Senior Vice President in the A.P. Moller – Maersk Group. Kristian V. Mörch is a board member of companies in the A.P. Moller – Maersk Group and also a Member of the Executive Committee of INTERTANKO.
Tomas Dyrbye, born 1958, is Regional Manager of Maersk Line, Northern Europe including Great Britain, Scandinavia and Russia/Baltic. Tomas Dyrbye is a board member of companies in the A.P. Moller – Maersk Group.
Göran Nyström, born 1951, is a lawyer and partner at Advokatfirman Vinge. Göran Nyström is also member of the Swedish Securities Council and board member of the Stockholm Centre for Commercial Law.
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Göteborg in January 2009
The Board of Directors of Broström AB (publ)