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North Media

Pre-Annual General Meeting Information Mar 1, 2017

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Company announcement no 02-17

Søborg, 1 March 2017

This is to convene the Annual General Meeting of North Media A/S, Central
Business Registration number 66 59 01 19. The Annual General Meeting will be
held at:

                   Ingeniørforeningens Mødecenter A/S
                          Kalvebod Brygge 31-33
                          DK-1780 Copenhagen V

                   Friday, 31 March 2017 at 3.00 p.m.

Pursuant to Article 8.2 of the Articles of Association, the agenda is a follows:

  1. Presentation of the management commentary for the past year.

  2. Presentation of the audited Annual Report and resolution to adopt the
    Annual Report.

  3. Resolution to grant discharge to the members of the Board of Directors and
    the Executive Board.

  4. Resolution on appropriation of profit or covering of loss according to the
    adopted Annual Report.

  5. Proposals from the Board of Directors and any proposals from the
    shareholders.
    Change in the Articles of Association: Article 4.1 concerning the Board of
    Directors’ authorisation to increase the company capital one or several
    times by up to DKK 25,000,000.00 being extended until 31 March 2022 due to
    the fact that the authorisation expires on 9 March 2017. Revised Articles
    of Association as proposed by the Board of Directors are downloadable from
    the company’s website www.northmedia.dk.

  6. Election of members to the Board of Directors.
    The Board of Directors proposes re-election of the present Board:
    Richard Bunck, Peter Rasztar, Steen Gede and Ulrik Holsted-Sandgreen.
    Information on the background and skills of the candidates running for
    re-election, can be found on pages 104 and 105 of the Annual Report for
    2016.

  7. Appointment of auditors.
    The Board of Directors proposes that Deloitte Statsautoriseret
    Revisionspartnerselskab be re-appointed. This proposal is consistent with
    the recommendation of the Audit Committee and is not influenced by any
    third parties.

  8. Any other business.

Majority requirement
Adoption of proposals under the agenda items 2-4 and items 6-7 requires that
proposals be adopted by a simple majority vote, see Section 105 of the Danish
Companies Act.

For the motion tabled under item 5 of the agenda to be adopted, such motion
must be adopted by a majority of votes of two-thirds of votes cast as well as
of the voting share capital represented at the Annual General Meeting.

Information about registration for and attending the Annual General Meeting
From Wednesday, 1 March 2017, the following information relating to the Annual
General Meeting will be available at www.northmedia.dk.

1) This notice convening the meeting with the agenda for the Annual General
Meeting and the complete proposals and the total number of shares and voting
rights as at the date of the notice.

2) The documents to be presented at the Annual General Meeting including the
Annual Report 2016.

3) Registration form, proxy form and postal vote form.

All documents may be downloaded from www.northmedia.dk.

If so requested in writing to North Media A/S, Gladsaxe Møllevej 28, 2860
Søborg, Attn: Investor relations or e-mail: [email protected], the above
documents will also be sent by ordinary mail.

A shareholder’s entitlement to attend and vote at the Annual General Meeting is
determined on the basis of the shares held by the shareholder at the
registration date one week prior to the Annual General Meeting. By Friday, 24
March 2017, accordingly, the shareholder must be listed in the register of
shareholders as a shareholder, or at this date have given due notice in this
respect with a view to being added to the register of shareholders.

Shareholders are entitled to ask questions to the Board of Directors as well as
Management during the Annual General Meeting. Please submit any questions to
the agenda by email to [email protected].

You may request admission cards/give proxy to the Annual General Meeting
electronically via e-mail to [email protected] or via the Investor Portal
at www.northmedia.dk by using your account number and password/Nem-ID. You will
receive an instant confirmation of your registration. You may also choose to
download the forms from www.northmedia.dk, complete them and send them by mail.
Irrespective of the medium used, your request/proxy must reach Computershare
A/S by Monday, 27 March 2017, at 11.59 p.m.

Admission cards requested will be handed out at the entry point of the Annual
General Meeting. Please note that admission cards will no longer be sent by
ordinary mail.

Shareholders are entitled to vote by proxy and to attend the Annual General
Meeting together with an advisor.

If you want to vote by mail you may do so electronically via the Investor
Portal or by downloading the postal vote form from www.northmedia.dk. The form
must be completed, dated and signed. Irrespective of the medium used, your
postal vote must reach Computershare A/S by Thursday, 30 March 2017, at 10.00
a.m. Please note that you cannot revoke a postal vote.

North Media A/S’ total share capital is DKK 100,275,000 nominal and is divided
into shares of a nominal value of DKK 5 each, each share entitling the holder
to one vote.

Yours faithfully
North Media A/S

Richard Bunck
Chairman of the Board of Directors

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