NOTICE OF AN EXTRA GENERAL MEETING OF SHAREHOLDERS
Press Release, Stockholm, Sweden, April 24, 2007 – Diamyd Medical AB
(www.omxgroup.com ticker: DIAM B; www.otcqx.com ticker DMYDY)
Diamyd Medical announced today a Notice of an Extra General Meeting of Shareholders on Tuesday May 22, 2007, at 3:00 PM, in the company premises, Linnégatan 89B, Stockholm, Sweden. Shareholders who wish to attend the Extra General Meeting must be recorded in the Company’s register of shareholders, held by the VPC (the Swedish Securities Register Center) by may 15, 2007, and must notify the Company of their intention to attend no later than 4:00 pm May 16, 2007 per phone: +46 8 661 0026 or per E-mail: investor.relations@diamyd.com. 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 Extra General Meeting, request that their shares are temporarily reregistered in their own names in the register of shareholders maintained by VPC. Such registration must be effective before May 15, 2007.
Agenda
1. Election of the Chairman of the Extra General Meeting of Shareholders. 2. Drawing up and approval of the voting list. 3. Approval of the Agenda. 4. Election of secretary and two persons to attest to the accuracy of the minutes. 5. Decision on whether proper notice of the Extra General Meeting has been made. 6a The Board of Directors proposes to retrieve the purchase options program adopted on the Annual General Meeting. 6b The Board of Directors proposes that the Extra General Meeting adopts a new employee options program.
The Board of Directors proposal for retrieval of purchase options program (p. 6a)
At the Annual General Meeting on December 11, 2006 a purchase option program of 250,000 options was adopted. Any transfer of purchase option has not yet been made. The Board proposes to replace the existing approved option program with the proposal 6b below.
The Board of Directors proposal for an employee option program (p. 6b)
The Company shall issue an employee option program free of charge with a validity of maximum three (3) years. The options shall be non-transferable and entitle the holder to subscribe at a share value of 110% of the average share value on the Nordic Stock Exchange during five (5) days before the allotment. The conversion of the options should be conditioned by the employment or assignment at the time for vesting. Concerning employees in USA the conditions shall be according to the regulations for the state where issued. To secure the employee option program the Board of Directors proposes that the Extra General Meeting of Shareholders authorize it to issue 250,000 warrants to a subsidiary. Every warrant would be entitled to a subscription of one (1) share of series B for nominal value and with validity until December 31, 2010. The Company shall retain warrants to cover the costs and taxes that the Company will be liable for at execution of the purchase options. At full execution of all warrants the dilution is calculated to approx. 2.5 percent. For a valid decision 9/10 majority is required.
Further information
The full description of the proposals of the Board of Directors (items 6 a-b) will be available for Shareholders at the main office of Diamyd Medical: Linnégatan 89B, Stockholm, Sweden and at the website: http://www.diamyd.com from May 8, 2007.