KLIPPAN, Sweden, April 2, 2003 (PRIMEZONE) -- The shareholders in KLIPPAN AB, organization No 556360-1821, are invited to the annual general meeting to be held on Wednesday May 7, 2003 at 4 pm at Klippan Mill, Bruksallen, Klippan.
Notice
Shareholders who wish to participate in the annual general meeting
-- shall both be registered in the shareholder register maintained by VPC AB on April 25, 2003, and
-- shall also have given notice of their own participation and that of any assistant to KLIPPAN AB, Attention Beryl Sten, SE-264 23 Klippan, Sweden by noon on May 2, 2003 at the latest. Notice may also be given by telephone to Beryl Sten, +46(0)435-292 03, or alternatively via the switchboard, +46(0)771 11 00 00, by fax +46(0)435-109 92 or by e- mail: beryl.sten@klippan-paper.se
The notice shall include name, personal or organization number, address, daytime telephone number, shareholding and, as appropriate, information about any deputy, representative or assistant. A power of attorney is required for any deputy. If a power of attorney for a legal entity is issued, a certified copy no more than one year old of proof of registration for the legal entity shall be attached. Originals of powers of attorney and any proof of registration shall be sent to KLIPPAN AB, Attention Beryl Sten, SE-264 23 Klippan, Sweden in good time before the annual general meeting.
Only owner-registered shareholdings are shown under the shareholder's name in the shareholder list. Nominee shareholders whose shares are administered through the trust department of a bank or by a private fund administrator must request that the shares be re-registered temporarily in the shareholder list administered by VPC. Shareholders must inform their share administrators of this in good time before Friday April 25, 2003, when such re-registration shall have been effected.
Personal information supplied by the shareholder in the notice of participation will only be used for carrying out the requisite registrations in conjunction with the annual general meeting.
PROPOSED AGENDA
1. Opening of the meeting
2. Election of chairman for the meeting
3. Drawing up and approval of voting list
4. Approval of the board's proposed agenda
5. Election of one or two minute checkers
6. Consideration of whether proper notice of the annual general meeting has been given
7. President's speech
8. Presentation of the annual accounts and audit report as well as group accounts and group audit report
9. Decisions regarding:
a)adoption of the income statement and balance sheet and the group income statement and group balance sheet
b)appropriation of the company's profit or loss according to the adopted balance sheet
c)discharge from liability for the board of directors and the president
10. Determination of the number of board directors and deputies
11. Determination of fees for the board and the auditors
12. Election of board
13. Election of nomination committee
14. Decision regarding authorization for the board to acquire its own shares in the company
15. Any other business
16. Closing of the meeting
Proposed decisions
Appropriation of the company's profit (point 9b)
The board proposes a dividend of SEK 1.25 per share for the operating year 2002. Monday May 12, 2003 is proposed as the reconciliation day for the right to receive dividend. Payment via VPC is expected to be made on Thursday May 15, 2003.
Determination of the number of board directors and deputies (point 10)
It is proposed that the number of board directors shall remain at eight. The number of deputies is proposed to change to two.
Determination of fees for the board and the auditors (point 11)
The fee to the board is proposed as a fixed amount of SEK 900,000 to be divided by the board between the board members and deputies elected by the annual general meeting. Members/deputies employed by the company receive no fee.
Fees to the auditors are proposed to be paid in accordance with the invoice.
Election of board (point 12)
Re-election of the Members Jan Bernander, Bertil Bernadotte, Ulf Ek, Bjorn Gillberg, Tommy Kullberg, Stefan Lersten and Kjell Svensson is proposed. Furthermore, re-election of the deputy members Gunnar Bergstrand and Bengt Ostensson is proposed.
Mariana Burenstam Linder is proposed as a new ordinary member.
Election of nomination committee (point 13)
Jan Bernander (convenor), Lars-Ake Helgesson and Goran Sundstrom are proposed for re-election as members of the nomination committee.
Decision regarding authorization for the board to acquire its own shares in the company (point 14)
The proposal entails mainly that the board be authorized to make a decision to acquire, before the next annual general meeting, at most so many shares that the company's holding at any time does not exceed 10 percent of all the shares in the company. The acquisition shall be made via the OM Stockholm stock exchange. The aim of the repurchase is to give the board increased scope for action in its work of creating value for the company's shareholders.
The company has been informed that shareholders representing approximately 36% of all votes in the company will be supporting the above proposals. Other
In its capacity as shareholder, the Swedish Shareholders' Association has requested that the following matters be dealt with by the annual general meeting:
-- Decision by the annual general meeting to commission the board to appoint a compensation committee
-- Decision by the annual general meeting to commission the board to appoint an audit committee
The annual report, the audit report and other documentation for the annual general meeting will be available from the company office as from April 22, 2003 and will be sent to those shareholders who so request.
Tour of Klippan Mill
In conjunction with the annual general meeting, a guided tour of Klippan Mill will be given. The tours start at 1:30 pm and participants are asked to gather at the factory gate in Bruksallen in Klippan. After the tour, light refreshments will be served outside the meeting hall. Please notify your interest in participating in the tour when you give notice to attend the meeting.
KLIPPAN AB, SE-264 23 Klippan, Sweden Tel +46(0)771-11 00 00, Fax +46(0)435-109 92 E-mail: info@klippan-paper.se
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The following files are available for download:
http://www.waymaker.net/bitonline/2003/04/02/20030402BIT01090/wkr0001.doc
http://www.waymaker.net/bitonline/2003/04/02/20030402BIT01090/wkr0002.pdf