Solar A/S will hold its annual general meeting on Friday 13 April 2012 at 11.00 CET at Solar Danmark A/S, Industrivej Vest 43, 6600 Vejen, Denmark. The agenda will be as follows:
- The report of the Supervisory Board on the activities of the company during the past financial year.
- Presentation of the audited annual report for adoption.
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Resolution concerning allocation of profit or covering of loss as per the adopted annual report.
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Proposed resolution by the Supervisory Board:
The Supervisory Board proposes that the company’s Supervisory Board be authorised for the period until the next ordinary annual general meeting to allow the company to acquire own equity investments for a consideration.
The Supervisory Board proposes that the authorisation be granted for the acquisition of up to 10% of the share capital and so that the consideration must be paid at the applicable market price plus/minus 10%. -
Proposed resolution on the remuneration of the Supervisory Board:
The Supervisory Board proposes that the supervisory board fee for 2012 be DKK 150,000, matching the 2011 fee. The chairman of the Supervisory Board is paid three times this fee while the vice chairman of the Supervisory Board and the chairman of the Audit Committee are each paid one and a half times this fee to reflect their extended supervisory board duties.
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Election of members of the Supervisory Board
The Fund of 20th December proposes new election of Agnete Raaschou-Nielsen and re-election of the present members of the Supervisory Board elected at the general meeting: Jens Borum, Peter Falkenham, Niels Borum, Remy Cramer and Jens Peter Toft. - Any other business.
The agenda, the company’s Annual Report 2011, including consolidated financial statements, and the full proposed resolutions will be available for inspection by the shareholders at the company’s office in Kolding and on www.solar.eu as from 20 March 2012.
Participation in the annual general meeting and voting rights
A shareholder’s right to participate in and vote at the general meeting is determined in relation to the shares which the shareholder owns and has registered or applied for registration of in the company’s register of shareholders on or before Friday 6 April 2012 (the date of registration). Participation is also subject to the shareholder having acquired an admission card for the general meeting in time.
Admission cards
Shareholders wishing to participate in the general meeting must order admission cards for themselves and any accompanying advisers via www.solar.eu, www.uk.vp.dk/agm or from VP Investor Services at tel.: +45 4358 8891 or fax: +45 4358 8867 on or before Wednesday 4 April 2012.
You may also scan this QR code with your smart phone and use your phone to register for the general meeting:
(See the QR code in the attached file)
Proxies/postal votes
Shareholders have the option of voting either by proxy or in writing by post. Proxies and postal votes can be submitted electronically through Solar’s InvestorPortal at www.solar.eu or at www.uk.vp.dk/agm (electronic password required) or in writing by means of a proxy form or a postal vote form which can be printed at www.solar.eu. If a proxy form or a postal vote form is used, the filled in and signed form must be sent by letter to VP Investor Services A/S, Weidekampsgade 14, P.O. Box 4040, 2300 Copenhagen S, or by fax at +45 4358 8867.
Proxies and postal votes (physical or electronic) must be received by VP Investor Services A/S on or before Wednesday 4 April 2012.
Votes may be given by proxy or by postal vote but not both.
Share capital and account-holding bank
The company’s share capital is DKK 792,060,700 divided into shares of DKK 100.00 or multiples hereof. DKK 90,000,000 of the share capital is A shares and DKK 702,060,700 is B shares. For A shares each share of DKK 100.00 equals ten (10) votes, while each share of DKK 100.00 equals one (1) vote for B shares.
The shareholders exercise their financial rights through their own account-holding bank.
Yours faithfully
Solar A/S
Jens Borum
Chairman of the Supervisory Board
Appendices: Proposals of the Supervisory Board
Proposals of the Fund of 20th December
Solar facts
Solar A/S was established in 1919 and listed on the Copenhagen Stock Exchange in 1953. Solar is one of Northern Europe’s leading technical wholesalers within electrical, heating, plumbing and ventilation products. The group based in Kolding, Denmark, has subsidiaries in Denmark incl. the Faroe Islands, Sweden, Norway, the Netherlands, Belgium, Germany, Poland and Austria.
Furthermore, Solar owns Aurora Group, a leading Scandinavian distributor of accessories for consumer electronics that operates in Denmark, Sweden, Norway and Finland. In 2011, Solar Group revenue totalled € 1,532.4m, equating DKK 11.4bn. The group has approximately 3,600 employees.
For further information, please visit: www.solar.eu.