GOTHENBURG, Sweden, March 24, 2005 (PRIMEZONE) -- Notice is hereby given that the Annual General Meeting of the members of Concordia Maritime AB (publ) will be held on Tuesday, 26 April, at 2.00 p.m. at Lorensbergsteatern in Goteborg, Sweden (in the park between Sodra Vagen, Berzeliigatan and Kungsportsavenyn)
Agenda in accordance with the articles of association
1. Election of a chairman for the meeting
2. Drawing up and approval of the list of voters
3. Approval of the agenda
4. Election of two minute-checkers
5. Corroboration that the annual general meeting has been properly
convened
6. Presentation of the Board of Directors and other key persons
7. Account of the work done by the Board of Directors
8. President's statement
9. To receive and consider the annual report and the consolidated
accounts
10. To receive the consolidated audit report
11. To DECIDE on:
a) confirmation of the Parent Company's income statement and
balance sheet and the consolidated income statement and
balance sheet
b) the allocation of the company's profit according to the
confirmed balance sheet
c) the discharge from liability of the Members of the Board and
the President for their administration
12. To establish the number of board members and deputy members to
be elected by the Meeting
13. To fix the remuneration for the board of directors and the auditors
14. To elect the chairman of the board of directors and the board
members
15. Confirmation of principles for the composition of the nominating
committee
16. Closure of the Meeting
Election of a chairman for the meeting Concordia Maritime's principal owner, representing approx. 73% of the votes, has decided to propose to the Meeting, in accordance with point 1, that Claes Beyer, lawyer, be elected as chairman for the meeting.
Dividend (Point 11b)
The Board of Directors proposes that a dividend of SEK 3.00 per share be paid for the financial year 2004 and that the record date for the payment of dividends be 29 April. If the Annual General Meeting decides in accordance with this proposal, it is estimated that this dividend will be distributed via the Swedish Securities Register Center (VPC AB) on Wednesday, 4 May.
Establishing the number of board members and deputy members (Point 13) Concordia Maritime's principal owner, representing approx. 73% of the votes, has decided to propose to the Meeting that six members of the board be elected by the Meeting and that no deputy members of the board be elected.
Fixing the remuneration for the board of directors and the auditors (Point 13) Concordia Maritime's principal owner, representing approx. 73% of the votes, has decided to propose to the Meeting that a fee of SEK 350,000 be paid to the Chairman of the Board and to the Deputy Chairman. It is proposed that a fee of SEK 175,000 be paid to each of the other board members elected by the Meeting. The Board of Directors proposes that fees paid to the auditors shall be as agreed upon.
Election of the chairman of the board of directors and the board members (Point 14) The Company does not have a nomination committee. The principal owner proposes in accordance with Point 15 that a nomination committee be appointed, which, as of next year's annual general meeting, will present proposals for the election of the Board of Directors. The principal owner proposes to the Meeting that Dan Sten Olsson be re-elected as Chairman of the Board and that Per Bjurstrom, Bert Ake Eriksson, Morten Chr. Mo och C. Mikael von Mentzer be re-elected as members of the board. The principal owner proposes that Mats Jansson be elected as a new member of the board. Mats Jansson is CEO and President of Lauritzen Cool AB and a board member of MGA Holding AB and Osterstroms Rederi AB.
Establishing principles for how members of the nomination committee shall be elected (Point 15) The principle owner proposes that the Meeting decide in favour of the appointment of a nomination committee, to be appointed in accordance with the criteria given below, which will draw up proposals to be presented to the Meeting in 2006 for its decision. The questions to covered by these proposals shall include the following: -- proposal for the election of the chairman for the meeting -- proposal for the election of the Board of Directors -- proposal for the election of the Chairman of the Board -- proposal for the directors' fees specified for the chairman, deputy chairman and other board members
The principle owner proposes that the Meeting decide that the nomination committee's members and chairman be appointed in accordance with the following criteria. The nomination committee shall consist of the chairman and deputy chairman of the board of directors and a representative of each of the two shareholders holding the largest number of votes. These representatives shall not be members of the board of directors. The chairman of the nomination committee shall be the representative of the largest shareholder. The duration of the nomination committee's mandate period shall be until a new nomination committee has been appointed. If any of the shareholders ceases to be one of the two largest, the member appointed by that shareholder shall relinquish his position and the shareholder(s) having replaced the former shareholder shall appoint a new member. If a shareholder refrains from the right to appoint a member, the shareholder with the next largest number of votes shall appoint a member. If a member resigns from the nomination committee before its work has been completed, the shareholder who appointed the member in question shall appoint a new member. If the member appointed by the shareholder who was one of the two largest but is no longer when the member relinquishes his position, the shareholder(s) having replaced the former shareholder shall appoint a new member. A shareholder who has appointed a member of the nomination committee is entitled to remove this person from the committee and appoint a new member. The names of the nomination committee's members and which shareholders they represent shall be posted on the company's web site at least six months before the annual general shareholders' meeting.
Notification
Shareholders who wish to attend the Meeting must
be included in the register of shareholders maintained by the Swedish Securities Register Office (VPC AB) on Friday, 15 April, 2005.
notify the Board of Directors of Concordia Maritime AB, SE 405 19 Goteborg, Sweden, or by phone (+46 31 85 50 20), fax (+46 31 12 53 47) or e-mail (liselotte.kolmberger@concordia-maritime.se) no later than Wednesday, 20 April, 2005.
Shareholders may also notify the Board of Directors via the company's web site www.concordia-maritime.se. Notification must state the shareholder's name, national registration number, address, telephone number and registered shareholding. If participation is authorized by proxy, the holder's name, national registration number, address and telephone number must be stated.
Shareholders whose shares have been registered in the name of a trustee must temporarily reregister their shares in their own name to be entitled to vote at the Meeting. Such registration must be completed at VPC AB. This means that shareholders must inform the trustee well before 15 April of their desire to do so.
Gothenburg, March, 2005 CONCORDIA MARITIME AB (publ) The Board of Directors
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