2009-04-22 Press release: Bulletin from AB Novestra’s Annual General Meeting

BULLETIN FROM AB NOVESTRA’S ANNUAL GENERAL MEETING

At today’s Annual General Meeting in AB Novestra, Theodor Dalenson, Anders Lönnqvist, Bertil Villard, Jens Wilhelmsen and Jan Söderberg were re-elected as ordinary board members and Stein Wessel-Aas was newly-elected as deputy member of the board of the Company in accordance with the proposal of the nomination committee. The Meeting further elected Theodor Dalenson as the chairman of the board of directors. The previous board member Colin Kingsnorth had declined re-election.

It was resolved that, for those board members who do not draw salary from the company, a directors’ remuneration of in aggregate SEK 500,000 shall be paid, of which the members or deputy members of the board who are not employed by the company are entitled to SEK 100,000 each. It was resolved that auditors’ remuneration be paid as per current account as approved by the company.

The Annual General Meeting resolved to adopt the board’s proposal regarding guidelines for remuneration for the management and also approved the board’s proposal regarding a bonus plan for the Company’s employees for the financial year 2009.

It was further resolved, in accordance with the proposal from the board, to authorise the board to, up until the next Annual General Meeting and with or without preferential rights for the shareholders, resolve to issue a maximum of 6,000,000 new shares. The previous authorisation to issue 6,000,000 new shares, which was given at last year’s Annual General Meeting, and which has not been utilised, was valid up to this year’s Annual General Meeting and has consequently lapsed.

The Meeting also resolved to amend Article 9 of the Articles of Association regarding notice to general meetings, so that notices shall be made by announcement in The Official Swedish Gazette and on the company’s website, and that information regarding the notice shall be published in Svenska Dagbladet. The amendment of the Articles of Association is conditional on a conforming amendment of the rules regarding notices to general meetings in the Swedish Companies Act.

Finally, the Annual General Meeting resolved to adopt provisions concerning the Nomination Committee. The resolution means that the company’s Nomination Committee shall consist of the Chairman of the Board and one member appointed by each of the three shareholders or group of shareholders controlling the largest number of votes. The Nomination Committee shall be constituted based upon statistics of ownership from the shareholders’ register kept by the Swedish Central Securities Depository as per the last banking day in August each year and other reliable ownership information that has been provided to the Company at that time. The Nomination Committee shall remain in office until a new Nomination Committee has been appointed. The Nomination Committee and its Chairman should fulfill the criterions regarding independence set out in the applicable Corporate Governance Code. The Nomination Committee shall prepare proposals regarding the election of chairman of General Meetings, the election of and remuneration to the Chairman of the Board and other Board members as well as the auditors, and regarding provisions concerning the Nomination Committee.

For further information please contact Johan Heijbel, Managing Director, AB Novestra, phone no. +46 8 545 017 50.

The information in this press release is such that AB Novestra is required to disclose pursuant to the Swedish Securities Market Act and/or the Swedish Financial Instrument Trading Act and/or the NASDAQ OMX Stockholm rules. AB Novestra released the information for publication on April 22, 2009 at 19.00 (CET).

About AB Novestra
Novestra is an independent investment company with a portfolio of investments in a number of privately held growth companies including Diino AB, Explorica, Inc., MyPublisher, Inc., Netsurvey AB, Qbranch AB and Strax Holdings, Inc.

The Novestra shares are listed on NASDAQ OMX Stockholm, under the symbol NOVE, in the Small Cap section. For further information regarding AB Novestra, reference is made to www.novestra.com

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The Board of Directors
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Minutes from the annual general meeting 

 

 

 

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