OMX Nordic Exchange Copenhagen 03.04.2008
Nikolaj Plads 6
1067 København K
No. 06/08
Extraordinary General Meeting
The Board hereby gives notice convening an extraordinary general meeting in
Topsil Semiconductor Materials A/S Monday 14 April 2008 at 9 a.m. at the
company's address, Linderupvej 4, 3600 Frederikssund.
The extraordinary general meeting will be held in compliance with article 10.2
of the Articles of Association. The proposals for amendment of the Articles of
Association were adopted at the annual general meeting on 2 April 2007 by more
than 2/3 of the votes, but least half of the share capital was not represented.
Consequently, an extraordinary general meeting will be held to re-present the
proposals for amendments of the Articles of Association. The agenda for the
extraordinary general meeting is as follows:
1. Election of chairman of the meeting.
2. Authorisation of the Board to increase the capital before 1 April 2013 in
one or more stages by offering up to 300 million new shares of DKK 0.25 with or
without pre-emption right for the existing shareholders. The board shall
determine the detailed terms of subscription in connection with the individual
offer, including the subscription price. If the subscription price is lower
than the market price the existing shareholders shall in any case have
pre-emption right in connection with an increase of capital.
3. Authorisation of the Board to to increase the capital before 1 April 2013 in
one or more stages through new subscription of up to 10 million new shares of
DKK 0.25, which shall, without pre-emption right for the existing shareholders
in favour of the employees of the company at a price of minimum DKK 0.2625 per
share. The subscription terms under this authorisation shall be laid down by
the Board and shall meet the requirements stipulated in section 7A of the
Danish Tax Assessment Act.
4. Proposal for amendments of the Articles of Association, including the
following articles:
a. Article 3.1, 3.7 and 3.9: Change of the name “Copenhagen Stock Exchange” to
“OMX Nordic Exchange Copenhagen.”
b. Article 4.2: Change of controller to I-NVESTOR RELATIONS SERVICES A/S.
5. Other business, if any.
Information about capital and voting right appears from the notice convening
the annual general meeting dated 19 March 2008.
The agenda, the complete terms and conditions for the proposals to be
considered at the general meeting, the annual report on which the auditor has
rendered an opinion, and signed by the Board of management and the Board of
Directors will be available for inspection for the shareholders at the
Company's office as from today. Above-mentioned documents can also be found on
the Company's website www.topsil.com under “Investor Relations”.
Admittance card to the general meeting can be required by contacting the
company on tel. +45 47 36 56 00 or investor@topsil.com by 11 April 2008.
A written proxy can be required by contacting the company on tel +45 47 36 56
00 or investor@topsil.com by 11 April 2008. An electronic proxy can be
downloaded from the company's website www.topsil.com under “Investor
Relations.”
Topsil Semiconductor Materials A/S
Jens Borelli-Kjær Keld Lindegaard Andersen
Chairman CEO
+45 40 16 14 82 +45 21 70 87 72
Please note that this translation is provided for convenience only. The Danish
version shall prevail in case of discrepancies.
