CashGuard AB: Report from the extraordinary shareholders' meeting in CashGuard AB (publ)


CashGuard AB (publ) held its extraordinary shareholders' meeting
today at Täby Park Hotel.

Merger

The meeting voted that CashGuard AB shall merge with PSI Group ASA.
The merger entails that CashGuard AB is dissolved without going
through liquidation and that all CashGuard AB's assets and
liabilities are absorbed by PSI Group ASA. Shareholders in CashGuard
AB will receive shares in PSI Group ASA as consideration.

PSI Group ASA will have its primary listing in Norway, and will apply
for secondary listing in Sweden concurrent with the completion of the
merger. The proposed name of the merged company is PSI Group ASA.

Upon completion of the merger 7.3320 CashGuard Series B shares will
give 1 PSI share and 6.9829 CashGuard Series A shares will give 1 PSI
share (inversely, 1 CashGuard Series B shares will give 0.136389 PSI
shares and 1 CashGuard Series A share will give 0.143208 PSI shares).
The consideration shares will be made available through an increase
of the share capital in PSI. The shares issued will be distributed
only to CashGuard AB's shareholders.

Fractions of shares will not be issued. Customary procedures for
rounding off will be applied with respect to such shareholdings in
CashGuard AB that entitle the shareholders in CashGuard AB to
fractional shares in PSI Group ASA. Accordingly, a shareholding in
CashGuard AB qualifying for at least 0.5 share in PSI Group ASA (in
addition to the number of whole shares in PSI that such persons are
entitled to, if any), shall give the right to receive 1 PSI Group ASA
share for such fraction. A shareholding in CashGuard AB qualifying
for less than 0.5 share in PSI Group ASA (in addition to the number
of whole shares in PSI Group ASA that such persons are entitled to,
if any), shall not give the right to receive any share in PSI Group
ASA for such fraction.

The merger is expected to be completed before the end of August 2008.


Determination of number of board members and deputy board members,
election of board members and determination of fees and other
compensation for board assignments

The meeting voted according to the merger plan that the Board of
Directors of PSI Group ASA shall consist of five members, with Leif
Flemming Bakke as chairman and Erik Pinnås, Bente Holm Mejdell,
Mats-Olof Ljungkvist and Annika Sten Pärson as members.

In order to ensure continuity during the merger process the meeting
elected the above mentioned members as board members of CashGuard
prior to the merger. In accordance therewith, the meeting voted that
the Board of Directors of CashGuard AB shall consist of five (5)
members and zero (0) deputies.
The meeting elected Leif Flemming Bakke as chairman and Erik Pinnås,
Bente Holm Mejdell, Mats-Olof Ljungkvist and Annika Sten Pärsson as
board members.

The meeting voted that the remuneration to the Board of Directors
shall be 950,000 SEK, on a yearly basis, of which 350,000 SEK to the
chairman and 150,000 to the remaining members.



Täby, June 2008

CashGuard AB (publ)

The Board of Directors

Attachments

Press release PDF