Notification to attend Annual General Meeting The shareholders of Acando AB (publ.) are hereby convened to the Annual General Meeting of Shareholders (AGM) to be held at 4pm on Thursday, 5 May 2011 at Stockholm Waterfront Congress Centre, Nils Ericsons Plan 4, Stockholm, Sweden. NOTIFICATION OF INTENTION TO ATTEND, AND REALED ITEMS Shareholders who wish to attend the AGM must be listed in the register of shareholders maintained by Euroclear Sweden AB/VPC no later than Friday, 29 April 2011 and notify Acando of their intention to attend the AGM at the latest by 12 noon on Friday, 29 April 2011. Notification of intention to attend may be made by one of the following ways: - by telephone to +46 (0)8-699 70 00, weekdays 08.00-17.00 hrs - by fax to +46 (0)8-699 70 22 - by post to: Acando AB, Box 199, SE-101 23 Stockholm, Sweden - via Acando's website: www.acando.com (http://www.acando.com/). Notifications must include the shareholder's name, address, telephone number, personal ID number or corporate registration number, as well as the names of any assistants. Shareholders represented by proxy must enclose a power of attorney for the proxy together with the notification to attend. Persons who represent a legal entity must produce a copy of the certificate of incorporation or similar document that states the company's authorised signatories. Shareholders may appoint one or more representatives. If more than one representative is appointed, it must be stated in respective proxy which share the representative may vote for. Proxy form will be available at www.acando.com (http://www.acando.com/). Shareholders whose shares are registered with a trustee (through bank notary or other administrator) must ensure that they be temporarily entered in the register of shareholders held by Euroclear Sweden AB/VPC in order to take part at the AGM. Shareholders must inform their trustee of this well before 29 April 2011, date by which such temporary registration must be completed. PROPOSED AGENDA 1. Opening of meeting and election of chairman of the meeting. 2. Establishment and approval of a voting list. 3. Election of one or two persons to verify and sign the minutes. 4. Approval of the agenda. 5. Determination as to whether the meeting has been duly convened. 6. Presentation of the annual accounts, the consolidated accounts and their respective audit reports. Report from the managing director. 7. Resolutions in respect of: a) Adoption of the income statement and balance sheet as well as the consolidated income statement and consolidated balance sheet; b) Appropriation of the Company's profits according to the adopted balance sheet, and determination of the record date for payment of a dividend; c) Discharge from liability for the members of the board of directors and the managing director. 8. Determination of number of board members and auditor or authorised accounting firm. 9. Determination of remuneration of board members and the auditors. 10. Details of board-member candidates' positions in other companies, as well as election of board members. 11. Election of chairman of the board. 12. Election of auditor. 13. Determination of policy for the election of members of the nominating committee. 14. Resolution to authorise the board to adopt a new share issue. 15. Resolution to authorise the board to resolve the repurchase and transfer of own shares. 16. Proposal of the board regarding guidelines for the remuneration of senior executives. 17. Resolution concerning a share savings program 2011 a) Introduction of a share savings program 2011; b) That the transfer of already acquired own class B shares may take place; c) Should the AGM not adopt the above item b), that an equity swap agreement be entered into with a third party. 18. Closing of the meeting. PROPOSED RESOLUTIONS Proposed chairman of the AGM, number of board members and auditor or authorised accounting firm, remuneration, as well as election of board members, board chairman and auditor (items 1, 8, 9, 10, 11 and 12) The following proposals have been prepared by the Company's nominating committee composed of Mats O Paulsson (chairman), Sven Zetterqvist and Ulf J Johansson. The nominating committee proposes unanimously: · That the chairman of the AGM be Ulf J Johansson; · That there be six board members elected by the AGM; · That the remuneration of external board members be set at SEK 1,750,000 of which the chairman shall receive SEK 500,000 and the other members shall each receive SEK 200,000. The board shall also dispose of SEK 250,000 to be divided equally among committee members; · That the remuneration of the auditors be in accordance with their agreed invoice; · That the AGM re-elect Ulf J Johansson, Magnus Groth, Birgitta Klasén, Susanne Lithander, Anders Skarin and Alf Svedulf as ordinary board members; · That the AGM appoint Ulf J Johansson as chairman of the board; · That PricewaterhouseCoopers with Magnus Brändström as Principal Auditor is re-elected for the period up until the end of next AGM (2012). Information regarding all those proposed to be members of the board of Acando AB is available at www.acando.com (http://www.acando.com/). The notification can be read in full at www.acando.com (http://www.acando.com/). Documents The annual report and audit report, as well as the board of directors' complete proposals as per item 17 above and the board of directors' statement pursuant to Chapter 18 §4 and Chapter 19 §22 of the Swedish Companies Act and the auditor's statement pursuant to Chapter 8, § 54 of the Swedish Companies Act, will be available at the Company's office at Klarabergsviadukten 63, Stockholm, Sweden, as of Thursday, 14 April 2011. Shareholders who wish to have these documents sent to them by post may request this via e-mail to info@acando.com (info@acando.com). Stockholm, March 2011 The Board of Directors This is information that Acando AB may be obligated to disclose according to the Securities Market Act and/or the Financial Instruments Trading Act. This information was submitted for publication on March 30, 2011. Further information is available from: Lotta Jarleryd, CFO or Ulf J Johansson, Chairman of the Board, Acando, +46 8 699 70 00.
Notification to attend Annual General Meeting
| Source: Acando AB
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