The main points of the notice convening the Annual General Meeting of Søndagsavisen a-s

19 March 2010
Company Announcement No. 04-10


The main points of the notice convening the Annual General Meeting of
Søndagsavisen a-s are  resolutions proposing a group restructuring and a change
of the company's name from Søndagsavisen a-s to North Media A/S 

The Board of Directors of Søndagsavisen a-s has today published Company
Announcement No. 03-10 convening an annual general meeting. The main points of
the Announcement are set out below. 

At the general meeting the Board of Directors will propose a resolution
concerning implementation of a legal reorganisation of the group structure at 1
January 2010, as announced in the 2009 Annual Report. The intention is to
convert the existing parent company into a holding company with no independent
operating activities. These activities will be placed in independent
subsidiaries under the holding company. 

”By implementing this restructuring process Søndagsavisen a-s will achieve a
modern, efficient group and company structure. At the same time, the
restructuring will facilitate independent financing and provide a more flexible
ownership structure of the individual operating companies. This will enable us
to optimize the development of the individual activities," says Richard Bunck,
Chairman of the Board of Directors of Søndagsavisen a-s. 

The restructuring process is entirely of a legal and technical nature, and the
Danish taxation authorities, SKAT, have permitted central parts of the
restructuring operation. The existing cooperation relations and employee and
employment conditions will continue, and the ownership structure of
Søndagsavisen's shareholders will remain completely unaffected. Furthermore,
the restructuring process has been planned in such a way that the daily
operations will be affected as little as possible. 

Activities in independent subsidiaries under North Media A/S

Under the new group structure the parent company Søndagsavisen a-s will be the
holding company of a number of operating companies and brands. The newspaper
”Søndagsavisen” and the Group's properties will be hived off into two separate
subsidiaries while the distribution activities of ”Forbruger-Kontakt” will be
transferred to the wholly-owned subsidiary Distribution Danmark a-s in a
tax-exempt demerger (split-off) of Søndagsavisen a-s. In addition, the Online
activities and the activities of Helsingør Dagblad will be placed in
independent subsidiaries under the holding company. 

Søndagsavisen a-s will change its name to North Media A/S in connection with
the restructuring while Distribution Danmark a-s will change its name to
Forbruger-Kontakt A/S and comprise all the Group's future distribution
activities. Lastly, the Group's activities relating to recruitment advertising
will be brought together in the subsidiary Kandidathuset A/S. 

Cash payment to shareholders

In its permission for the demerger (split-off), SKAT has made it a condition
that all shareholders receive payment on the basis of the demerger balance
sheet. The cash payment amounts to DKK 50,137,500, Friday 23 April 2010 will be
the last day for trading in shares carrying a right to this cash payment.
Distribution will take place on 29 April 2010. The amount is equivalent to DKK
2.5 per share in Søndagsavisen a-s and will, for tax purposes, be treated as
dividend received in the income year 2010. 

The ownership structure of Søndagsavisen a-s' shareholders will not be affected
by the demerger (split-off), and Søndagsavisen a-s' (hereinafter called North
Media A/S) ownership of the distribution activities of ”Forbruger-Kontakt” will
remain unchanged after the restructuring. 

The adoption and implementation of the resolutions proposed by the Board of
Directors concerning restructuring of the Group organisation will not affect
the expectations for the company's financial performance in 2010, as presented
in connection with the publication of the 2009 Annual Report. 

For a full description of the resolutions of the Board of Directors reference
is made to Company Announcement No. 03-10 of 19 March 2010 and the company's
website, www.son.dk, where the demerger plan, audited annual reports, the Board
of Directors' demerger report and the statements and opinions of the valuation
experts can be found. 

For additional information please contact CFO Kåre Wigh, telephone +45 39 57 75
25. 


Yours sincerely
Søndagsavisen a-s



Mads Dahl Andersen
CEO