
When notifying the company, Pergo said, the shareholder must state their full name, address, daytime telephone number and social security (or corporate registration) number as well as the number of assistants (maximum two) the shareholder wishes to bring to the meeting. Shareholders represented by a proxy must authorize the proxy by issuing a power of attorney.
Shareholders whose shares are registered in the name of a nominee through a bank or similar institution must, in order to be entitled to attend the Annual General Meeting, request that their shares be temporarily re-registered in their own names in the register of shareholders maintained by VPC. Such registration must be received by April 20, 2007. Shareholders are requested to inform their nominees well in advance of this date.
Proposed agenda
1. Opening of the Annual General Meeting.
2. Appointment of a Chairman of the Annual General Meeting.
3. Preparation and approval of the voting list.
4. Approval of the agenda.
5. Appointment of persons to approve the minutes.
6. Decision as to whether the Annual General Meeting has been properly convened.
7. Presentation of the annual report, the auditors’ report on the parent company, the consolidated accounts and the auditors’ report on the group.
8. Decisions in respect of the following:
a) the adoption of the Parent Company income statement and the Parent Company balance sheet, as well as the consolidated income statement and the consolidated balance sheet,
b) the appropriation of the Company’s profit according to the adopted balance sheet; and
c) the discharge of liability of the Directors of the Board and the Managing Director.
9. Decision on the number of members of the Board of Directors.
10. Decision on remuneration for the members of the Board of Directors and the auditors.
11. Appointment of members of the Board of Directors.
12. Appointment of auditors.
13. Closing of the meeting.
Recommendations for decision
Item 8.
Pfleiderer Sweden AB, which after the closing of the public tender offer for
Item 2. Peder Hammarskiöld is proposed to chair the Annual General Meeting;
Item 9.
Item 10. Auditors’ fees shall be paid upon approval of the invoice.
Item 11. Peder Hammarskiöld is recommended to be elected as chairman of the board of directors; Derrick Noe, Michael Ernst and Jan Gurander are recommended to be elected as members of the board of directors. Peder Hammarskiöld is an attorney and partner of the Swedish lawfirm Hammarskiöld & Co. Derrick Noe is a member of the executive board of Pfleiderer AG as well as Pfleiderer AG’s CFO. Michael Ernst is a member of the executive board of Pfleiderer AG with a special responsibility for personnel and legal affairs. Jan Gurander is the former CFO of Swedish truck manufacturer
Item 12. KPMG Bohlins AB are recommended to be elected as auditors.
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