Pre-Annual General Meeting Information • Aug 7, 2008
Pre-Annual General Meeting Information
Open in ViewerOpens in native device viewer
This is translation of the Swedish version. In case of any discrepancy between the English and the Swedish versions, the Swedish version shall take precedence.
The shareholders in Scribona AB (publ) are hereby summoned to an Extraordinary Shareholders' Meeting on August 21, 2008, at 3:00 p.m., at the premises of Scribona on Röntgenvägen 7, in Solna, Sweden.
Shareholders who wish to participate in the meeting must be entered in the register of shareholders maintained by VPC AB by Friday, August 15, 2008, and provide notification of intention to participate to Scribona AB (publ), P.O. Box 1374, SE-171 27 Solna, Sweden, in writing or by telephone +46 (0)8-734 34 00, or by fax +46 (0)8-82 85 71 or e-mail to [email protected] no later than 4:00 p.m. on Friday, August 15, 2008. The shareholder shall in the notification include name, personal/corporate identity number, address, telephone number and possible advisors. In case of participation by proxy, the proxy should be submitted together with the notification to participate in the meeting. A template proxy form is held available on the company's home page www.scribona.com. To order a template proxy form, the same address, telephone number, fax number and e-mail as above apply.
Shareholders who have registered their shares with a securities institution or corresponding foreign institution must in order to be able to exercise their voting rights at the meeting temporarily re-register the shares in their own names. Shareholder who wish to request such re-registration must notify its institution well in advance of Friday, August 15, 2008, when the registration must be completed.
A shareholder representing approximately 35 percent of all shares in the company has requested that the extra ordinary shareholders' meeting shall be convened to deal with item 7 and 8. Other shareholders have in connection therewith requested that item 9-10 shall be dealt with at the same meeting.
The shareholder's proposal under item 7 and 8 will be announced at the time of the meeting at the latest.
A shareholder has requested that an examination through a special examiner in accordance with chapter 10, section 21, of the Companies Act (2005:551) shall take place. The shareholder intends to announce the theme for the investigation during the meeting at the latest.
Shareholders representing app. 24 percent of the shares in the company have proposed that the meeting shall decide to liquidate the company as the company no longer has any operations and no longer a business purpose to achieve. According to the proposing shareholders, the natural next step is to liquidate the company and distribute the assets to all shareholders so that they can re-invest their funds as they see fit. In the opinion of the proposing shareholders, to liquidate the company now is the best way to maximise shareholder value and to make the most out of the shareholders' investment. The proposing shareholders furthermore are not at this stage aware of any viable alternative that would create more value to all shareholders.
The decision is proposed to enter into force immediately following the decision by the general meeting. According to very preliminary and initial assessments and calculations, the date for the distribution of the assets is estimated to occur during the next financial year and the estimated size of the distribution proceeds will amount to at least SEK 570,000,000, i.e., SEK 7 per share. Lorenzo Garcia Mendez is proposed as liquidator, or as a second alternative, advokat Carl Svernlöv.
The complete proposal according to this item will be held available on the company's homepage www.scribona.com and can be ordered free of charge by shareholders in printed versions at tel +46 (0)8-734 34 00, fax +46 (0)8-82 85 71 or e-mail [email protected] at least two weeks before the meeting.
_________________________________________________________________________________________
Solna, August 2008
THE BOARD OF DIRECTORS
Scribona AB, Röntgenvägen 7, P.O. Box 1374, SE-171 27 SOLNA Telephone +46-(0)8-734 34 00, Fax +46-(0)8-82 85 71, e-mail [email protected] The company's registered office is located in Solna, Sweden..
Building tools?
Free accounts include 100 API calls/year for testing.
Have a question? We'll get back to you promptly.