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Mowi ASA — Proxy Solicitation & Information Statement 2010
Jul 22, 2010
3665_rns_2010-07-22_beca03c1-eb2a-4f96-b9c1-5f3511865d5b.pdf
Proxy Solicitation & Information Statement
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To the shareholders in Marine Harvest ASA
NOTICE OF EXTRAORDINARY GENERAL MEETING
Notice is hereby given of Marine Harvest ASA's extraordinary general meeting:
Date: 23 August, 2010
Time: 2 p.m.
Venue: Hotel Continental, Stortingsgaten 24/26, 0161 Oslo
The general meeting will be opened by the chairman of the board, Ole-Eirik Lerøy.
Subsequent to the opening of the meeting a list of the shareholders and shareholder representatives present and the number of shares they represent will be made available to the meeting.
The following agenda for the general meeting is proposed:
- ELECTION OF A CHAIRPERSON TO PRESIDE OVER THE MEETING AND AN INDIVIDUAL TO SIGN THE MINUTES OF THE MEETING TOGETHER WITH THE ELECTED CHAIRPERSON.
- APPROVAL OF THE NOTICE AND AGENDA.
- DISTRIBUTION OF DIVIDEND
The board proposes that a dividend in the amount of NOK 0.20 per share is paid out.
The dividend will be charged against other equity according to the Company's balance sheet as of 31 December 2009.
The dividend will, subject to being approved, be paid out on 2 September 2010.
The board makes the following proposal:
"A dividend in the amount of NOK 0.20 per share is paid out to all shareholders on record in the Company's shareholder register on 23 August 2010. The dividend will be charged against the Company's other equity according to the Company's balance sheet as of 31 December 2009.
The dividend will be paid out on 2 September 2010.
The Company's shares shall be listed exclusive of dividends on and inclusive of 24 August 2010."
Marine Harvest ASA has a share capital of NOK 2,681,173,746.75 represented by 3,574,898,329 shares, each with a value of NOK 0.75. Each share entitles its holder to one vote in the Company's general meeting. A shareholder has the right to vote for the number of shares which is held by him, and which is registered in his name in the Norwegian Central Securities Register (VPS) at the time of the general meeting. If the shareholder has acquired shares shortly before the general meeting, voting rights for the shares thus acquired can only be exercised if the acquisition has been registered in the
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VPS, or if the acquisition has been reported to the VPS and is substantiated at the general meeting.
The shareholders have the following rights in the general meeting:
- the right to be present at the general meeting, either personally or by proxy;
- the right to speak at the general meeting, to bring an advisor and give one advisor the right to speak;
- the right to require information from the board members and managing director pursuant to the provisions of Section 5-15 of the Public Limited Companies Act;
- the right to have matters considered at the general meeting provided the shareholder in question have submitted to the board in writing together with a proposal for a resolution or reasons why the issue is brought on the agenda no later than seven days before the deadline for giving notice of the general meeting;
- the right to provide an alternative to the board of directors' proposal(s) under the matters to be considered by the general meeting;
- the right to receive documents pertaining to matters being dealt with at the general meeting and which have only been made available on the Company's internet homepage.
Shareholders who wish to attend the general meeting are requested to notify the Company of this by submitting the attached form to the address and within the deadline stated therein.
Shareholders who do not wish to attend the general meeting personally have the right to be represented by proxy. If so, a written and dated power of attorney must be presented to the general meeting. The enclosed form of power of attorney may be used. If the power of attorney is granted to the chairman of the board, the power of attorney may contain voting instructions.
This notice with enclosures is available on the Company's web site www.marineharvest.com.
Oslo, 22 July, 2010
for the board of directors in Marine Harvest ASA
Ole-Eirik Lerøy
Chairman of the Board
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