EOS Russia AB - Summons to extraordinary shareholders' meeting
Shareholders in EnergyO Solutions Russia AB (hereafter "EOS Russia" or "the Company") are hereby summoned to an extraordinary shareholders’ meeting at Nordic Sea Hotel, Vasaplan 4, Stockholm on 24 January at 10.00.
Participation
The shareholders who wish to participate in the shareholders’ meeting shall, in part, be registered in the register maintained by Central Securities Register (VPC AB) on 18 January, and in part apply for participation to the Company by 18 January, 16.00 at the latest.
Application
Applications to participate shall be in written format before the above-mentioned date and sent to EOS Russia AB, Investor Relations, Biblioteksgatan 11, 111 46 Stockholm. Applications may also be made by email to: to egm@eos-russia.com or by phone on +46 8 590 00 180. Telephone applications can be made on weekdays between 10.00 and 16.00. When applying, the following information must be provided: name, social security or organization number, shareholdings, address, a daytime telephone number and the number of any advisor.
Nominee registered shareholders
In order to be able to participate in the meeting, shareholders whose shares are managed by a bank or securities institution, must allow the shares to be temporarily registered in their own name. Such registration must be processed by VPC AB by 18 January. Shareholders therefore need to inform the institution of this in time. Please note that this procedure must also be followed by shareholders using a depositary and/or online trading account.
Representatives
Shareholders who will be represented by another party must issue a written, signed power of attorney for the representative. If the power of attorney is issued by a legal entity, a certified copy of the registration documents for such a legal entity must be enclosed. The power of attorney and any registration documents must not be more than one year old. In order to facilitate entry to the meeting, the original version of the power of attorney and registration documents, as well as any other authorization documents must be received by the Company at the above address by 18 January at the latest.
Number of shares and votes
The total number of shares and votes in the Company is 28,162,734.
Agenda
1 Opening of the Shareholders’ meeting
2 Election of chairperson of the meeting
3 Drafting and approval of the voting list
4 Approval of the agenda
5 Review as to whether the meeting has been duly convened.
6 Election of two persons to verify the minutes
7 Proposed changes in the articles of association
8 Resolution regarding the authorization of the board to make decisions on new share issues.
9 Closing of the shareholders’ meeting
§7: Proposed changes in the articles of association
The board has proposed that the limitations on share capital be changed from a minimum of SEK 123,000,000 and maximum of SEK 492,000,000 to a minimum of SEK 281,627,340 and maximum of SEK 1,126,509,360, and that the number of shares in the Company be changed from a minimum of 12,300,000 and maximum of 49,200,000 to a minimum of 28,162,734 and maximum of 112,650,936.
§8: Resolution regarding the authorization of the board to make decisions on new share issues
The Company’s board has proposed that the extraordinary shareholders’ meeting comes to a resolution authorizing the board, on one or several occasions, and with or without deviation from the shareholders' right of first refusal, to make decisions on new share issues, but that such share issues must not cause the Company’s share capital to exceed the maximum level outlined in the articles of association. Such a decision regarding share issues shall be resolved with regulations stipulating that new shares shall be paid for by way of a contribution in kind or in other circumstances, according to the terms outlined in chapter 2, §5, paragraph two, 1-3 and 5 of the Companies Act, or an issue of shares by way of set-off.
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This summons will be published on 21 December in Dagens Industry and Post- and Inrikes Tidningar.
Stockholm, December, 2007
The Board of Directors in EOS Russia AB
EOS Russia is an investment company headquartered in Stockholm. The overall objective of the company is to offer attractive returns via investments in the Russian utility sector. EOS Russia’s shares have been listed on First North, a marketplace operated by the Stockholm Stock Exchange, since 25 June 2007.
For further information, please contact:
Sven Thorngren, CEO: +46 (0) 8 509 00 180
Ann-Sofi Jönsson, Investor Relations: +46 (0) 8 509 00 180