AGM Information • Feb 19, 2010
AGM Information
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Press release Lund, February 19, 2010 page 1 of 2
The Annual General Meeting of shareholders in Doro AB (publ) will be held on Thursday, March 25, 2010 at 3.00 p.m. CET at the Scandic Star Hotel, Glimmervägen 5, in Lund, Sweden. A list of the matters proposed to be addressed by the Annual General Meeting will be provided in the official summons to be published on February 23, 2010 in Post- och Inrikes Tidningar (the official Swedish gazette) and Svenska Dagbladet. The full text of the summons is also available on Doro's website, www.doro.com.
Below is a summary of some of the matters that will be addressed by the Annual General Meeting.
Ahead of the 2010 Annual General Meeting, the nominations process has been conducted by a Nomination Committee consisting of Tedde Jeansson (Originat AB), Arne Bernroth (Nordea Bank) and Chairman of the Board Bo Kastensson. Tedde Jeansson is the Chairman of the Nomination Committee. The Company has been informed that shareholders representing approximately 40 percent of the total number of votes in the Company will support the following proposals by the Nomination Committee. The Nomination Committee's proposals in addition to the proposals below will be held available on the Company's website and will be announced in a press release in good time before the Annual General Meeting.
Chairman of the Annual General Meeting: Bo Kastensson. Board fees: It is proposed that fees to the Board for the period until the end of the next Annual General Meeting be paid in accordance with the following: The Chairman of the Board shall receive a fee of SEK 300,000 and other members not employed by the Company shall receive a fee of SEK 100,000 each. These amounts include remuneration for committee work in which the Board members will participate during the period. Auditors' fees: It is proposed that fees to the auditors for the period until the end of the next Annual General Meeting be paid in accordance with invoicing approved by the Company.
Shareholders representing approximately 40 percent of the total number of votes in the Company propose that the Annual General Meeting resolves as follows: The Nomination Committee for the 2011 Annual General Meeting shall have three members: Tedde Jeansson (Originat AB), Arne Bernroth (Nordea Bank) and the Chairman of the Board. Tedde Jeansson shall chair the Nomination Committee. The composition of the Nomination Committee may be changed during the year if major changes occur in the Company's ownership structure or if any member should leave the Committee before its work is complete. In such case, the initiative to change the composition of the committee shall be taken by the Chairman of the Nomination Committee.
The Board has resolved to recommend the Annual General Meeting not to carry out any dividends for the financial year 2009. It is proposed that the profit for the year be carried forward in its entirety.
Doro is a Swedish company focusing on the development, marketing and sales of telecom products specially adapted to the growing worldwide population of seniors. With over 35 years of experience in telecommunications, and sales in more than 30 countries on 5 continents. Doro is the world's leading brand for easy-to-use mobile phones. Doro created the Care Electronics category and in recent years our products have received several highly distinguished international design awards. The Company had sales of SEK 493 m in 2009. Doro's shares are quoted on the OMX Nasdaq OMX Stockholm, Nordic list, Small companies. Read more about Doro at
The Board proposes that the Annual General Meeting resolves to authorize the Board, for the period until the next Annual General Meeting, to adopt decisions, whether on one or several occasions, to issue not more than 1,900,000 shares. The Board shall have the right to decide whether new shares shall be issued against payment in cash and/or in accordance with the regulations set forth in Chapter 13, Section 5, paragraph 1, point 6 of the Swedish Companies Act (payment in kind, payment by way of set off or other conditions). New shares may be issued with or without pre-emption rights for the shareholders. The reasons for the proposal and the possibility it includes to issue shares without preemption rights for the shareholders is, among other things, to allow the Company to implement acquisitions with payment being made in the form of shares or to otherwise secure financing for the Company in an efficient and suitable manner. The CEO shall have the right to make such minor adjustments to this decision that may be necessary in connection with registration with the Swedish Companies Registration Office. Decisions made in accordance with the proposal are valid only if supported by shareholders representing at least two-thirds of the votes cast as well as two-thirds of the shares represented at the Annual General Meeting.
To be eligible to participate in the Annual General Meeting, shareholders must be entered in the share register maintained by Euroclear Sweden AB by Friday, March 19, 2010 at the latest and must notify the Company of their intention to participate by 12.00 noon CET on Friday, March 19, 2010.
Notification of participation shall be submitted in writing to Doro AB, Magistratsvägen 10, SE-226 43 Lund, Sweden; alternatively by e-mail to [email protected]; by phone on +46 46 280 50 50, or by fax on +46 46 280 50 01. This notification shall state the name of the shareholder, personal identity number or corporate identity number, address, number of shares held and, where applicable, the number of accompanying assistants (at most two). Where applicable, complete documentation confirming eligibility, such as certificates of registration or equivalent, shall be enclosed with the notification.
Details of notification requirements are included in the official summons; see
President and CEO Jérôme Arnaud, +33 6850 41000, or CFO Annette Borén, +46 70 630 00 09.
This is information that Doro AB (publ) is required to publish in accordance with the Swedish Securities Markets Act and/or the Swedish Financial Trading Act. This information was submitted for publication on Friday, February 19, 2010 at 14.00 CET.
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