KUNGSBACKA, Sweden, March 29, 2004 (PRIMEZONE) -- Shareholders in Elanders AB (publ) are hereby invited to attend the Annual General Meeting Thursday, 27 April 2004 at 4 p.m. at the Company's new Infomedia Center on Designvagen 2, Molnlycke, Sweden.
THE RIGHT TO PARTICIPATE
Those who have the right to participate in the Annual General Meeting are shareholders that are inscribed in their own name in the register of the shareholders held by The Swedish Securities Register Office no later than 17 April 2004 and have notified their intent to participate no later than noon, Friday, 23 April 2004.
Shareholders who have nominee registered their shares must temporarily register their shares in their own name no later than Friday, 16 April 2004 in order to participate in the Annual General Meeting. This means that shareholders must notify their nominee of this well in advance of this day.
NOTIFICATION
Notification of participation can be made by mail to Elanders AB (publ) Att: Kristina Vannerberg, Box 10404, 434 24 Kungsbacka or by telephone to +46 300-500 00, fax +46 300-714 31, via e-mail bolagsstamma@elanders.se or via our website www.elanders.se. Name, social security number or company id number, address and telephone number, number of shares and, when applicable, the number of assistants (max two) attending the Annual General Meeting must be included. Please indicate as well if you wish to join the guided tour (see below).
PROGRAM FOR SHAREHOLDERS
14:30 Guided tour of the Group's newly built operations
in Molnlycke
15:30 Registration
16:00 The Annual General Meeting begins
After the meeting refreshments will be served
PROPOSED AGENDA
1. Opening of the Annual General Meeting
2. Election of Meeting chairman
3. Drawing up and approval of the voting list
4. Election of two minute-checkers
5. Corroboration that the Meeting has been duly convened
6. Approval of the Agenda
7. Presentation of the annual accounts, auditors' report, the consolidated financial statements and the consolidated auditors' report
8. Chief Executive Officer's report
9. Adoption of the income statement and balance sheet as well as the consolidated income statement and balance sheet
10. Decision on the disposition of Group profits according to the balance sheet adopted by the Annual General Meeting
11. Decision to discharge Board Members and the Chief Executive Officer from liability for the fiscal year
12. Presentation of the work done by and function of the remuneration and auditing committees, which have been appointed by the Board
13. Adoption of the number of Board Members and deputies as well as the number of auditors and deputies
14. Adoption of the remuneration of the Board of Directors and the auditors
15. Election of the Board of Directors
16. Election of the auditors
17. Election of the nomination committee
18. Decision on the Board of Directors' proposed change in the articles of association
19. Closure of the Meeting
DIVIDEND DISTRIBUTION (POINT 10)
The Board of Directors has decided to recommend a dividend of SEK 1 per share. The Board has proposed 30 April 2004 as the record date for the payment of dividends. If the Annual General Meeting approves the Board of Directors' proposal it is estimated that The Swedish Securities Register Office will distribute this dividend on 5 May 2004.
THE BOARD OF DIRECTORS AND AUDITORS (POINTS 13-17) Under the direction of the Chairman of the Board, Gustaf Douglas, (Investment AB Latour), Goran Erlandsson (representative for minor shareholders), Mats Gustafsson (SEB Funds) and Caroline af Ugglas (Skandia Liv) have formed an informal nomination committee. The Company has been notified by the committee that shareholders representing more than 50 per cent of all votes in the Company will support the following proposal:
- Number of Board Members: eight, no deputies - Remuneration to Board Members including committee work: SEK 1,500,000 to be divided among the members elected by the Annual General Meeting - Board of Directors until the next Annual General Meeting: re- election of Carl Bennet, Erik Gabrielson, Ingegerd Green, Patrick Holm, Gunilla Jonson, Per-Olof Sjoberg, Johan Stern and Tore Aberg. Willi Persson has declined re-election.
The nomination committee will at the Annual General Meeting, at the latest, present a proposal for the election of auditors for the time until the Annual General Meeting in 2008.
CHANGE IN THE ARTICLES OF ASSOCIATION (POINT 18) The Board of Directors proposes that # 5 is changed so that it reads "The registered office is in the municipality of Harryda."
The accounts and the auditors' report will be available at the Company at least two weeks before the Annual General Meeting. Copies of these documents will be sent to shareholders who request it and provide their mailing address. Copies will also be distributed at the Annual General Meeting.
This information was brought to you by Waymaker http://www.waymaker.net
The following files are available for download:
http://www.waymaker.net/bitonline/2004/03/29/20040329BIT00290/wkr0001.doc
http://www.waymaker.net/bitonline/2004/03/29/20040329BIT00290/wkr0002.pdf