(2010-04-15) The Annual General Meeting of Kitron ASA (“Kitron”) will be held on Thursday 6 May 2010 at 09:30 at Kitron ASA’s head office, Olav Brunborgs vei 4, 2nd floor, Billingstad. Please note that the interim report for first quarter 2010 will be presented on the same day and place at 08:30.
The agenda follows below. The full notice and the annual report for 2009 are enclosed.
***
The general meeting will be opened by the chairman of the board of directors.
The board proposes the following agenda:
1. Election of chairman of the meeting
2. Approval of the notice and the agenda
3. Election of one person to co-sign the minutes
4. Approval of the annual financial statements and the annual report of Kitron ASA and the Kitron group for 2009
5. The board of directors’ declaration on executive remuneration
6. Remuneration to the board of directors
7. Remuneration to the nomination committee
8. Remuneration to the auditor
9. Authorisation to the board to issue shares
10. Authorisation to the board to buy own shares
11. Election of nomination committee members
Shareholders wishing to attend the Annual General Meeting, in person or by proxy, are encouraged to give notice of attendance to the company’s registrar, DnB NOR Bank ASA, Verdipapirservice, NO-0021 Oslo, Norway, alternatively on telefax +47 22 48 11 71 by submitting the enclosed form or electronically on Kitron’s website
www.kitron.com, under Investors/AGM 6 May or through “Investortjenester”, a service provided by most Norwegian registrars. Shareholders who cannot attend the Annual General Meeting in person may authorize the chairman of the board of directors or any person to attend and vote in the Annual General Meeting on his/hers behalf by filling in and sending the attached proxy form. Any proxy for voting at the Annual General Meeting must be in writing, dated and signed. In order to ensure that the notice of attendance and proxies are taken into consideration they should be received by the company’s registrar no later than Tuesday 4 May 2010 at 16:00.
Shareholders have the possibility to vote in advance. Such advance votes must be made electronically through Kitron’s website
www.kitron.com, under Investors/AGM 6 May, and must be received no later than Tuesday 4 May 2010 at 16:00.
Kitron has introduced regulations on a record date in the company’s articles of association, which for the purposes of this Annual General Meeting, implies that only shareholders registered in the company’s share register at 29 April are allowed to participate and vote in the general meeting. If a shareholder holds his shares through a nominee in the VPS register, and the beneficial shareholder wants to attend the general meeting and vote for his shares, the beneficial shareholder must have his shares transferred to an interim voting account in the VPS at the record date.
Shareholders have the right to suggest resolutions in matters that are presented to be dealt with by the general meeting. Shareholders have the right to be assisted by an advisor, and may give one advisor the right to speak.
A shareholder may demand that board members and the chief executive officer provide available information at the general meeting about matters that may affect the assessment of items that have been presented to the shareholders for decision. The same applies to information regarding Kitron’s financial position and other business to be transacted at the general meeting, unless the information demanded cannot be disclosed without causing disproportionate harm to Kitron.
At the time of the notice there are 172,961,625 outstanding shares in Kitron ASA. Each share gives right to one vote in the General Meeting, however, no votes may be cast for shares held by Kitron. At the date of this notice, Kitron owns no own shares.
Billingstad, 15 April 2010
On behalf of the board of directors in Kitron ASA
Nerijus Dagilis
Chairman