Report from Orc Software’s Annual General Meeting
Today, March 24, 2006, Orc Software held its Annual General Meeting. Approximately 15 shareholders were present at the meeting, which took place at the company’s office on Birger Jarlsgatan in Stockholm.
Dividends The Annual General Meeting approved the Board of Directors’ proposed dividend of SEK 3.29 (1.50) per share. The record date for the dividends is March 29, 2006. The expected payment date for the dividends, which will be paid out through VPC, is April 3, 2006. Board of Directors’ compensation and auditor’s compensation Compensation for the Board of Directors remains approved at SEK 150 000 per Board member and SEK 300 000 for the Chairman. Auditor compensation will be paid according to invoice. Board of Directors Regular Board members Magnus Böcker, Åke Dovärn, Per E. Larsson, and Patrik Enblad were re-elected. Katarina Bonde, Markus Gerdien, and Annette Kumlien were newly elected. Magnus Böcker was elected Chairman of the Board. Authorization for the Board of Directors to acquire and transfer the company’s own shares The Annual General Meeting resolved, in accordance with the Board of Directors’ proposal, to authorize the Board of Directors to decide on acquisitions and tranfers of the company’s own shares. In summary, the proposal authorizes the Board of Directors, during the period up until the next Annual General Meeting, on one or more occasions, to acquire or transfer shares in the company. The share acquisitions shall take place on the Stockholm Stock Exchange and the market price at the time of acquisition shall be paid for the shares. The transfer of the company’s own shares may take place in conjunction with an acquisition or expansion via other means than the Stockholm Stock Exchange. The purpose of the repurchase authorization is to provide the Board of Directors with the possibility to create additional value for the company’s shareholders by adjusting, during the period leading up to the next Annual General Meeting, the company’s capital structure. Authorization for the Board of Directors to raise customary credit facilities The Annual General Meeting resolved, in accordance with the Board of Directors’ proposal, to authorize the Board of Directors, during the period up until the next Annual General Meeting, to raise, on market terms, customary credit facilities where payable interest or the amounts with which the loan shall be fully or partially repaid are conditioned upon the company’s results or financial position. Amendments to the articles of association The Annual General Meeting resolved to approve the amendments to the articles of association which are necessary according to the new Swedish Companies Act as well as the proposed editorial amendments by the Board of Directors.