Notice of Annual General Meeting of Genovis AB (publ)

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Shareholders of GENOVIS AB (publ) are hereby summoned to the Annual General Meeting (“the Meeting”) to be held on Tuesday, June 2, 2009, at 5:00 p.m. at Scheelevägen 22, Lund, Sweden. Registration for the Meeting will commence at 16:30 pm.

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 two persons to attest to the accuracy of the minutes.

6. Decision on whether proper notice of the Meeting has been made.

7. Presentation of the annual report and the auditors’ report, as well as of the consolidated financial statements and the auditors’ report for the Genovis Group.

8. The president's speech, after which shareholders will have the opportunity to ask questions to the president, chairman of the board and the auditors.

9. Resolutions regarding

a. Adoption of the income statement and the balance sheet for the parent company, as well as of the consolidated income statement and the consolidated balance sheet for the Genovis Group.

b. Disposition of Genovis’ profit/loss in accordance with the approved balance sheet.

c. Discharge from liability of the Members of the Board of Directors and the President.


10. Decisions on the number of Members and Deputy Members of the Board of Directors, who shall be appointed by the Meeting.

11. Decisions on the compensation that shall be paid to the Board of Directors.

12. Decisions on the compensation that shall be paid to the auditors.

13. Election of Chairman of the Board of Directors and other Members of the Board of Directors.

14. Appointment of Directors to the Nomination Committee and adoption of instructions for the Nomination Committee.

15. Proposals for resolution on guidelines for salary and on other remuneration for the President and other Members of the management.

16. Proposal for resolution on amendment of the Articles of Association.

17. The Board of Director's proposal for authorization of the board to decide upon a new share issue

18. Other business to be addressed by the general meeting in accordance with the Swedish Companies Act or the Articles of Association.

19. Conclusion of the Meeting


The Board of Directors’ proposals for decision

Item 16 - Amendment of the Articles of Association
The Board of Directors proposes that the paragraph concerning time limits for notice of general meetings shall be removed, as these limits already follow from the law and that section 8 in the Articles of Association is amended in accordance with the change in the means of convening a general meeting in the Swedish Companies Act (2005:551), when it has come into force.


Item 17 - Authorization for the board to decide upon a new share issue
The board proposes that the AGM decides upon an authorization for the board to decide upon a new share issue, up until the next annual general meeting, at one or more occasions with or without preemptive rights for current shareholders.
By a decision on a new share issue based on the authorization, the share capital will at the most rise by SEK 1,400,000 by the issuing of new shares at market price, but to a maximum of 3,500,000 shares at full subscription.


Participation
To be entitled to participate in the business of the Meeting, shareholders must be recorded in the register of shareholders maintained by Euroclear Sweden AB (former VPC AB, the Swedish Securities Register Center) on Wednesday, May 27, 2009, and must notify Genovis of their intention to attend the Meeting no later than on Wednesday, May 27, 2009.


Nominee-registered shares
Shareholders whose shares are registered in the name of a nominee through the trust department of a bank or similar institution must, in order to be entitled to participate in the Meeting, request that their shares are temporarily re-registered in their own names in the register of shareholders maintained by Euroclear Sweden AB. Such registration must be effected on Wednesday, May 27, 2009.
Shareholders are requested to inform their nominees well in advance of this date.


Notification
• mail to GENOVIS AB (publ), Box 270, 220 07 Lund
• telephone +46 (0)46-10 12 38
• fax +46 (0)46-12 80 20
• e-mail: info@genovis.com


When registering, shareholders should state their:
• name/company name
• personal identification or corporate identity number
• address, telephone number
• name and personal identification number of any representatives
• name of the attendance of any assistants


Documents
Accounting documents and the Audit report as well as the Nomination Committee and Board Board of Directors' complete proposals will be made available at Genovis and on Genovis website no later than May 19, 2009 and will be sent to shareholders that request the Company to do so.


Lund May, 2009
Board of Directors

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