Bufab Group :Notice of Annual General Meeting of Bufab Holding AB (publ)

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| Source: Bufab Holding AB
Bufab Holding AB (publ)



PRESS RELEASE, Värnamo April 3, 2014



The  shareholders in Bufab  Holding AB (publ)  are hereby invited  to attend the
Annual  General Meeting, which will be held on Monday May 5, 2014, at 2 p.m., at
Gamla Gummifabrikens lokaler, Jönköpingsvägen 15/ Magasingatan, Värnamo.



A. RIGHT TO ATTEND THE ANNUAL GENERAL MEETING

Shareholders who intend to attend at the Annual General Meeting must:

  * firstly be registered in the register of shareholders as maintained by
    Euroclear Sweden AB on April 28, 2014, and
  * secondly notify the company of their intention to attend no later than April
    28, 2014, by mail to Bufab Holding AB, Box 2266, 331 02 Värnamo, or by
    telephone at +46 370 696 900, or via e-mail at arsstamma@bufab.com and must
    include information of the number of assistants that will be attending.


The  notification  should  include  the  shareholder's name, personal or company
registration  number, address  and telephone  number. The  data received will be
computerized and used solely for the purpose of the Annual General Meeting 2014.

For  shareholders wishing  to participate  through an authorized representative,
the   company   will   provide   proxy   templates  on  the  company's  website,
www.bufab.com.  Shareholders participating through  an authorized representative
should  submit the proxy  to the above  address prior to  the date of the Annual
General Meeting.

Shareholders  whose shares are registered in the names of bank or other nominees
must  temporarily register the shares in their  own name in order to be entitled
to  attend the Annual General Meeting. To  ensure that such registration is made
by  April 28, 2014 shareholders must inform the  nominee well in advance of that
date.

At  the time  of the  issue of  this notice,  the total  number of shares in the
company amounts to 38,110,533 shares corresponding to 38,110,533 votes in total.
The company holds no shares at the same point in time.



B. AGENDA ITEMS ON THE ANNUAL GENERAL MEETING

Proposed agenda

 1. Opening of the Annual General Meeting
 2. Election of Chairman of the Meeting
 3. Preparation and approval of the voting list
 4. Approval of the agenda
 5. Election of one or two persons to verify the minutes
 6. Determination as to whether the Meeting has been duly convened
 7. Presentation of the Annual Report and the Audit Report as well as the
    Consolidated Accounts and the Audit Report of the Group
 8. Speech by the President
 9. Resolution concerning

 a. adoption of the Profit and Loss Statement and the Balance Sheet as well as
    the Consolidated Profit and Loss Statement and the Consolidated Balance
    Sheet,
 b. disposition of the company's profit or loss pursuant to the adopted Balance
    Sheet
 c. discharge from liability of the directors and the president

 10. Resolution on the number of directors and deputy directors
 11. Resolution on the number of auditors and deputy auditors
 12. Resolution on the remuneration to be paid to the board of directors and the
     auditors
 13. Election of Directors and Chairman of the Board
 14. Election of auditors and deputy auditors
 15. Resolution regarding Nomination Committee
 16. Resolution on principles for remuneration for the Group Management
 17. Closing of the meeting



C. RESOLUTION PROPOSALS

Election of Chairman of the Meeting (item 2)
Shareholders  Bufab S.à.r.l., Lannebo funds and Carnegie funds ("Shareholders")
representing  29.4 percent  of  the  votes  and  the  shares in the company have
informed  the Board of  Directors that they  propose that Sven-Olof Kulldorff is
elected chairman of the Annual General Meeting.

Disposition of the company's profit or loss (item 9b)
The Board of Directors proposes no dividend for the financial year 2013.

Determination of the number of Directors to be elected (item 10)
Shareholders  representing  29.4 percent  of  the  votes  and  the shares in the
company  propose that the  Board of Directors  shall consist of  seven (7) Board
Members to be elected by the Meeting, and no deputies.

Determination  of  the  number  of  auditors  and  deputies  to be elected (item
11)
Shareholders  representing  29.4 percent  of  the  votes  and  the shares in the
company  propose that the  Board of Directors  shall appoint a registered public
accounting firm as external auditor and that no deputies should be appointed.

Determination of remuneration to the Directors and the Auditor (item 12)
Shareholders  representing  29.4 percent  of  the  votes  and  the shares in the
company propose

  * An unchanged Board remuneration of SEK 1 300 000 whereof SEK 350 000 to the
    Chairman of the Board and SEK 175 000 to each of the other Directors elected
    by the Meeting and not employed by the company.
  * For work within the Audit Committee, it is proposed that the three members
    of the Committee shall receive SEK 25 000 each.

Shareholders  representing  29.4 percent  of  the  votes  and  the shares in the
company has informed the Board that they propose that the auditor's fee shall be
paid on the basis of approved invoice.

Election of Directors and Chairman of the Board (item 13)
Shareholders  representing  29.4 percent  of  the  votes  and  the shares in the
company   propose   re-election  of  the  Directors  Sven-Olof  Kulldorff,  Hans
Björstrand, Ulf Rosberg, Jörgen Rosengren, Adam Samuelsson, Johan Sjö and Gunnar
Tindberg.

Shareholders  representing 29.4 percent of the votes and the shares propose that
Sven-Olof Kulldorff is appointed Chairman of the Board.

The  proposed  Board  Members  are  presented  in  more  detail on the company's
website.

Election of Auditor (item 14)
Shareholder representing 29.4 percent of the votes and the shares in the company
propose  that a registered public accounting firm shall be appointed as external
auditor  and that Öhrlings  PricewaterhouseCoopers AB is  appointed up until the
end  of the Annual General  Meeting 2015. Öhrlings PricewaterhouseCoopers AB has
informed  that, provided that the Annual General Meeting adopts the Shareholders
proposal,   the   registered  auditors-  in-charge  will  be  authorized  public
accountant Bror Frid.

Resolution regarding Nomination Committee (item 15)
Shareholders  representing  29.4 percent  of  the  votes  and  the shares in the
company  propose that  the company  should have  a Nomination Committee and have
proposed the tasks of the Nomination Committee.

 1. The company shall have a Nomination Committee consisting of one
    representative of each of the four largest shareholders in the company with
    regard to the number of votes held, and after inquiry has expressed a wish
    to participate in the nomination committee work, together with the Chairman
    of the Board of Directors. The Names of the four representatives and the
    names of the shareholders they represent shall be announced at the company's
    website at the latest six months before the Annual General Meeting. The term
    of office for the Nomination Committee shall be for the period until a new
    Nomination Committee has been appointed. Unless the members of the
    Nomination Committee agree otherwise, the Chairman of the Nomination
    Committee shall be the member that represents the largest shareholder with
    regard to the number of votes held.


 2. If during the term of office of the Nomination Committee, shareholder having
    appointed a representative to the Nomination Committee no longer is among
    the four largest shareholders with regard to the number of votes held, and
    after inquiry has expressed a wish to participate in the nomination
    committee work, the representative appointed by such shareholder shall
    resign and the shareholder who is among the four largest shareholders with
    regard to the number of votes held and after inquiry has expressed a wish to
    participate in the nomination committee work may appoint its representative.
    If there are only marginal changes in the number of votes held or if the
    change occurs later than three months before the Annual General Meeting, no
    changes shall be made in the composition of the Nomination Committee unless
    there are special circumstances. A shareholder who has appointed a
    representative as member of the Nomination Committee has the right to
    dismiss such member and appoint a new representative as member of the
    committee. Changes in the composition of the Nomination Committee shall be
    announced as soon as they have occurred.


 3. The Nomination Committee shall prepare the below proposals to be submitted
    to the Annual General Meeting for resolution:

 a. Proposal regarding Chairman of the Annual General Meeting
 b. Proposal regarding number of Directors and Directors on the Board
 c. Proposal regarding Chairman of the Board of Directors
 d. Proposal to Directors' fees to each of the Directors elected by the Annual
    General Meeting and not employed by the company, distinguishing between the
    Chairman of the Board of Directors and other Members of the Board of
    Directors, and remuneration for committee work; stating the distribution
    between each member of the Board of Directors
 e. Proposal regarding auditor(s) (if applicable)
 f. Proposal regarding Auditor's fees, and
 g. To the extent deemed necessary, proposals for amendments to this instruction
    for the Nomination Committee


 4. The Nomination Committee, when performing its duties, shall fulfil the tasks
    that rest upon the Nomination Committee under the Swedish Code on Corporate
    Governance including, i.a. to provide the company with certain information
    in order to enable the company to fulfil its disclosure obligation under the
    Code and for the company to, upon request of the Nomination Committee,
    provide personnel resources such as secretary function for the Nomination
    Committee to facilitate the work of the committee. If needed, the company
    shall also be able to pay reasonable costs for external consultants that the
    Nomination Committee deems necessary in order for the Committee to be able
    to fulfil its assignment. The members of the Nomination Committee receive no
    compensation from the company for their work.


 5. This instruction is valid until other is decided on an Annual General
    Meeting.




Resolution on principles for remuneration for the Group Management (item 16)
The  Board proposes  guidelines for  remuneration to  senior executives with the
following content:

Guidelines  for the remuneration  of the CEO  and other senior executives. Bufab
strives  to  offer  an  overall  compensation  package capable of attracting and
retaining qualified employees. The overall compensation package can comprise the
components listed below.

The  company  aims  to  offer  a  competitive  fixed  salary  that  reflects the
responsibilities required by the position. The fixed salary is to be reviewed on
an  annual basis.  The variable  salary may  not generally  exceed 50 percent of
fixed  salary. The variable  salary component is  based on predetermined targets
linked  to Bufab's  financial performance  and is  to be  reviewed on  an annual
basis.

The Board is to conduct an annual evaluation regarding whether or not to propose
a  long-term share-based incentive programme  for senior executives and possible
other employees at the Annual General Meeting.

Senior  executives may be offered tailored pension solutions. Pensions shall, to
the extent possible, be defined-contribution plans.

Other benefits may be offered, but shall not comprise a significant share of the
overall compensation package.

The maximum period of notice between the company and the president is 18 months.
Other senior executives are subject to a shorter period of notice.

In  individual cases and under mitigating circumstances, the board has the right
to  deviate  from  the  above  remuneration  guidelines.  In the event of such a
deviation,  information pertaining thereto and the reason for the deviation must
be presented at the next possible Annual General Meeting.

D. NUMBER OF SHARES AND VOTES IN THE COMPANY

The total number of shares in the company amounts to 38,110,533 where each share
carries one vote. The information pertains to the circumstances as per the time
of issuing this notice.

E. RIGHT TO INFORMATION

The Board of Directors and the CEO shall, upon request of a shareholder, and the
Board  deems this can be done without  causing major harm to the company, inform
about  matters which  might affect  the assessment  of an  item on the agenda or
about Bufab Holding AB's or its subsidiaries' financial situation or about Bufab
Holding's  relation  to  another  Group  entity  in relation to the consolidated
Annual Report.

F. AVAILABLE DOCUMENTS

The  Annual Report and the  Audit Report as well  as the Board of Director's and
the  Shareholders' complete proposals pursuant to item 2 and 10-16 above will be
available  at the  company, Bufab  Holding AB  (publ), Stenfalksvägen 1, 331 02
Värnamo  and at the  company's website; www.bufab.com,  and will, on request, be
sent to shareholders at the address given, as from April 14(th) 2014.



Stockholm in April 2014
Bufab Holding AB (publ)
THE BOARD OF DIRECTORS






This information is in accordance with the Swedish Securities Market Act, the
Swedish Financial Instruments Trading Act and/or the regulations of NASDAQ OMX
Stockholm. The information was submitted for publication at April 3, 2014 at
08.00.



About Bufab
Bufab is a trading company that offers its customers a full-service solution as
Supply Chain Partner for sourcing, quality control and logistics for C-Parts
(screws, nuts, washers,etc.). Bufab's customer offering, Global Parts
Productivity(TM), aims to enhance the productivity of the customer's C-Parts
value chain.



Bufab was founded in 1977 in Småland, Sweden and has over time developed into an
international company with operations in 23 countries. The company headquarted
in Värnamo, has approximately 770 employees which are mainly active within
sales, sourcing, quality and logistics.

In 2013, Bufab's sales were MSEK 2 031 and the operating profit amounted to MSEK
201. Bufab is listed on NASDAQ OMX Stockholm, under the ticker "BUFAB". Please
visit www.bufab.com for further information


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