Herning, Denmark, 2013-08-07 07:54 CEST (GLOBE NEWSWIRE) --
Agenda:
- Election of chairman of the meeting
- Management's review
- Presentation of the annual report
- Approval of annual report, including decision on decharge for executive and supervisory boards as well as decision on distribution of profit or covering of losses according to the approved annual report
The supervisory board recommends to the company in general meeting that no dividend be paid for the 2012/2013 financial year
- Election of supervisory board members
According to the articles of association the supervisory board members elected at the general meeting must be re-elected on an annual basis.
The supervisory board proposes the re-election of Viggo Mølholm, Ebbe Pelle Jacobsen, Rolf Eriksen and Morten Windfeldt Jensen.
- Appointment of auditors
The board recommends reappointment of PricewaterhouseCoopers, state authorised public accountant
- Suggestions from the board:
Introducing the option of electronic communication between the company and its shareholders.
In accordance with the Danish Companies Act or the articles of association of the company, the company may notify shareholders and present documents by electronic mail. However, the company may choose to communicate by ordinary mail at any time.
The company requests shareholders to provide an electronic mail address to which notices and other communications can be sent. All shareholders must keep the address up to date.
The company will notify shareholders directly or through its website www.boconcept.com of systems requirements and the use of electronic communication.
Notice of the meeting shall also be posted on the company's website. However, we will no longer publish the notice in a local newspaper.
If the new guidelines are adopted, article 8 of the articles of association will be changed as a result.
Article 8
The general meeting is the highest authority of the company.
The general meetings of the company shall be held in the municipality of Herning as decided by the supervisory board.
The ordinary general meeting shall be held in sufficient time for the audited and approved annual report to be filed with the Danish Business Authority at the latest four months after the end of the financial year.
Extraordinary general meetings shall be held as decided by the general meeting or the supervisory board or upon the request of the auditor of the company or by shareholders who together represent at least 5% of the share capital. The request shall be made in writing to the supervisory board accompanied by a formulated proposal. General meetings shall then be convened not later than two weeks after the request.
Not later than eight weeks before the date prior to the scheduled annual general meeting the company shall publish the date of the general meeting and the date of the deadline for shareholders requesting that a certain item be placed on the agenda. The deadline for submitting items to be placed on the agenda may not be earlier than six weeks prior to the annual general meeting.
In accordance with the Danish Companies Act or the articles of association of the company, the company may notify shareholders and present documents by electronic mail. However, the company may also communicate by ordinary mail at all times.
The company requests shareholders to provide an electronic mail address to which notices and other communications can be sent. All shareholders must keep the address up to date.
The company will notify shareholders directly or at the company's website www.boconcept.com about systems requirements and the use of electronic communication.
Notice of the meeting shall also be posted on the company's website.
The notice convening the general meeting shall also be published in a stock exchange announcement to NASDAQ OMX Copenhagen A/S. The stock exchange announcement shall contain any resolutions proposed by the supervisory board that may have an effect on the price of the shares. The publication of the stock exchange announcement shall coincide with the publication of the notice to the shareholders.
Notice of the meeting shall be given at least three weeks and not more than five weeks before the meeting is held.
- Any other business
The notice convening the general meeting, the agenda, the company's 2012/2013 annual report with consolidated financial statements, the complete proposals, stating the total number of shares and voting rights, including the total number by share class and the forms to be used for voting by post or proxy will be open for inspection by the shareholders at the company's office in Herning from 8 August 2013 and will also be posted at the company's website at www.boconcept.com.
Share capital, voting rights and custodian bank
The company's share capital consists of shares corresponding to DKK 28,621,190, in denominations of DKK 10 and multiples hereof. The company's share capital amounts to Class A shares for DKK 2,400,000 and Class B shares for DKK 26,221,190. The Class A shares carry ten votes for each Class A share of DKK 10, and the Class B shares carry one vote for each Class B share of DKK 10.
Any shareholder may attend the general meeting provided that he has obtained an admission card three days prior to the date of the general meeting, either from the company's office or from another place stated in the notice and on presentation of proof of his shares or reference to registration in the name of the holder or other evidence of his shareholding.
Shareholders are entitled to vote at the company's general meeting provided that their shareholding has been registered not later than three days prior to the general meeting.
Voting may also be by proxy or post for which a specific form is required. The forms must accompany the notice convening the general meeting. Postal votes must reach BoConcept Holding not later than three days prior to the general meeting.
The shareholders exercise their financial rights through their own custodian bank.
Herning, 7 August 2013
