Notice of Annual General Meeting
Axis AB (publ) is holding its Annual General Meeting at 1.00 p.m. on Friday, June 14, 2019, at the company’s premises, Emdalavägen 14 in Lund, Sweden.
The right to participate at the Annual General Meeting falls upon persons who
- are registered as shareholders in the share register maintained by Euroclear Sweden AB as of Saturday, June 8, 2019, and
- have given notice of attendance to the company not later than Monday, June 10, 2019.
Recording in the share register
Shareholders whose shares are registered in the name of a nominee must, in order to be entitled to participate in the Meeting, ensure that the nominee registers the shares in the shareholder’s own name, so that the shareholder is registered in the share register on Saturday, June 8, 2019. Such registration may be temporary.
Notice of participation
The notice of attendance should include name, personal identity number or corporate registration number, address and telephone number as well as the number of shares represented. The notice should also state the number of advisors (however, not more than two) that the shareholder wishes to bring to the Meeting. If a shareholder is represented by proxy, the power of attorney and – if the shareholder is a legal entity – a certified copy of the certificate of registration, or other document demonstrating the signatory’s authority to sign for the legal entity, must be sent to the company in good time prior to the Meeting. The power of attorney must be presented in its original. Proxy forms are available at the company’s website, www.axis.com.
Notice of attendance shall be made in writing to Axis AB (publ), Attn: Adrienne Jacobsen, Emdalavägen 14, SE-223 69 Lund, Sweden or by telephone +46 46 272 18 00.
1. Opening of the Meeting.
2. Election of Chairman of the Meeting.
3. Preparation and approval of the voting list.
4. Approval of the Agenda.
5. Election of one or two persons to approve the minutes.
6. Determination as to weather the Meeting has been duly convened.
7. Presentation of the annual report and the auditor’s report, and the consolidated annual report and the auditor’s report for the group.
a) concerning the adoption of the profit and loss account and the balance sheet, and the consolidated profit and loss account and the consolidated balance sheet;
b) concerning the disposition of the company’s profit as set forth in the adopted balance sheet;
c) concerning discharge from liability for the members of the Board of Directors and for the President.
9. Determination of the number of members of the Board of Directors and auditors.
10. Determination of the fees payable to the Board of Directors and the auditor.
11. Election of Board Members, Chairman of the Board and auditor.
12. Closing of the Meeting.
Proposal regarding dividend (Item 8b)
The Board of Directors proposes that the company’s profit shall be carried forward.
Proposals regarding Items 2 and 9-11
The Board of Directors has been informed that Canon Inc. proposes the following:
- that associate professor Svante Johansson shall be elected Chairman of the Meeting;
- that five Board members shall be elected without any deputy members;
- that Biörn Riese, Håkan Kirstein, Martin Gren, Toshizo Tanaka and Marianne Brismar shall be re-elected members of the Board of Directors;
- that Biörn Riese shall be re-elected Chairman of the Board; and
- that remuneration totalling SEK 2,000,000 shall be paid to the Board of Directors; to be distributed with SEK 800,000 to the Chairman of the Board and SEK 400,000 to each of the other Board members, except for Toshizo Tanaka who shall not receive any remuneration.
The Board of Directors proposes that the company shall have one auditor without any deputies, that Ernst & Young AB shall be re-elected as auditor for the period until the end of the next Annual General Meeting (authorized public accountant Johan Thuresson is intended to serve as auditor-in-charge) and that the remuneration to the auditor shall be paid against approved invoices. The Board of Directors has been informed that Canon Inc. supports the Board of Director’s proposal.
The annual report will be available at the company’s premises, Emdalavägen 14 in Lund, Sweden, as well as on the company’s website, www.axis.com, not later than three weeks prior to the Meeting, and will be sent to shareholders upon request. Shareholders are reminded of their right to request information under Chapter 7, Section 32 of the Swedish Companies Act.
Processing of personal data
For information about the processing of your personal data, please refer to https://www.euroclear.com/dam/ESw/Legal/Privacy-notice-bolagsstammor-engelska.pdf. Axis AB’s (publ) corporate registration number is 556241-1065 and its registered office is in Lund, Sweden.
Lund, May 2019
Axis AB (publ)
The Board of Directors