Arne
Mrtensson
and Eckhard Pfeiffer have declined re-election.
12 Resolution on transfer of own
shares as a consequence of the
resolutions by the Annual General Meeting of Shareholders on the
Global
Stock Incentive Program 2001, the Stock Purchase Plan 2003,
the Long Term Incentive Plan 2004 and
the Long Term Incentive Plan
2005.
13 Einar Hellbom's proposal for resolution by the Annual
General
Meeting of Shareholders to assign to the Board of Directors to
analyze appropriate means
to abolish the class A shares and to
present a proposal to that effect at the Annual General Meeting
of
Shareholders 2007.
Based on the shareholding statistics as per the end of September, the
Nomination Committee shall identify again the four largest
shareholders by voting power of the
Company.a.
Item 10 Approval of the Board of Directors' proposal for principles
for remuneration
and other employment terms for the top executives
The proposal covers remuneration and other terms
of employment for
the top executives and covers primarily the following.
Upon termination of employment
by the company, severance pay
amounting to a maximum of 18 months fixed salary is paid.
b
) Employees who participate in the Stock Purchase Plan shall, during
a 12 month period from the implementation
of the plan, be able to
save up to 7.
2.
4.e.
The transfer of own shares forms
a part of the implementation of the
LTI 2006. Accordingly, the
supermajority rules in the Swedish
Companies Act, Chapter 16, shall
apply, meaning that 90 percent of the votes cast as well as the
shares represented at the Annual General Meeting of Shareholders must
vote to approve of the
"package".
About United Business Media .unitedbusinessmedia.
For More Information
.
uppdateras regelbundet
com/investors no later than March 6, 2006.m.m., and number of
attending assistants.
b
) Determination of the fees payable to the Board of Directors.
14 Closing of the Meeting. and
WM-data
AB. During
1994-2003, Katherine Hudson was the President and CEO of Brady
Corporation
, a global company that manufactures, inter alia,
identification and safety products to the telecom
and electronic
fields.
The Company shall have a Nomination Committee consisting of five
members
.
The remuneration and other terms of employment for the President and
CEO are set by the Board
of Directors based on recommendations of the
Remuneration Committee.
c) Participation in the
LTI 2006, regardless of whether only the
Stock Purchase Plan, or also the Key Contributor Program
or the
Performance Matching Program, presupposes that such participation is
legally possible as
well as possible with reasonable administrative
costs and financial efforts according to the assessment
of the
Company. All rights reserved. 3515 or isiegalovsky@nopworld. and ING Bank N.,
London Branch
are acting as joint bookrunners.s. is the
lead manager of the offering to investors in the Central
and Eastern European
region.jen tidningar
The complete proposal
of the nomination committee will be available
on the company's
website www.
10 Resolution on approval of the principles for remuneration
and
other employment terms for the top executives.
-- Other members of the Audit Committee: 250
,000 SEK each (unchanged).
-- chairman of the Annual General Meeting of Shareholders;
-- chairman of the Board of Directors, deputy chairman and other
members of the Board of Directors
elected by the Annual General
Meeting of Shareholders;
-- fees payable to non-employed members
of the Board of Directors;
-- fees payable to the Auditors and, when applicable, election of
Auditors; and
-- fees payable to the members of the Nomination Committee.
Item 8 f) The
proposal of the Nomination Committee for determination
of the fees payable to the Auditors
The
Nomination Committee proposes the fees to the Auditors, like
previous years, be paid on approved
account.
Item 9 The Board of Directors' proposal for amendments of the
Articles of Association
9 a) Amendment of the registered business activities
The Board of Directors proposes that
the Annual General Meeting of
Shareholders resolve on amendment of the Articles of Association in
order to adapt the registered business activities of the company to
the business activities currently
carried out by the company:
"The objects of the Company are to, directly or indirectly, develop
,
construct, produce, sell and deliver and in other forms carry on
trade and other commercial business
related to goods, products and
other equipment as well as maintenance and other services within the
area of telecommunication and radio technology and other technologies
for transference, transmission
and other communications of speech,
data, images, text and other kinds of information and to carry
on
other activities consistent therewith. Further, a new section
is included regulating shareholders
' pre-emptive rights in case of
cash issues or issues against payment through set-off of claims
of
warrants or convertibles ( 7).
-- The provision on the Directors' one year term of
office is deleted
( 9).
Pension benefits shall follow the competitive level in the home
country.
Deviations from this remuneration policy may only be resolved by the
Board of
Directors if, in individual cases, there are specific
reasons therefore. four shares, six shares
and eight
shares respectively) will be allocated if the average annual EPS
growth is at or above
15 percent.e.
The Annual Report and complete proposals for resolutions under items
8-12 will
be sent to the shareholder upon request.Print Media Are More Effective Than TV for Reaching Influential
Americans(R) According to New Research from NOP World
Securities and Exchange Commission today
for 2.webbtidningar aff
To a power of attorney issued by a
legal entity a copy of the certificate of registration
(and should
such certificate not exist, a corresponding document of authority) of
the legal entity
shall be attached.45 per share be
paid and Thursday, April 13, 2006, as record day for dividend.
-- The provision on shares of different series is amended to include
wording to the effect
that shares of series A may be issued to a
maximum amount of 24,000,000,000 and that shares of
series B may be
issued to a maximum amount of 24,000,000,000 ( 6).
The provision in
the second sentence is amended to the effect that
the Board of Directors is authorized to appoint
special auditors
also in relation to issues of warrants or convertibles, transfer of
own
shares against other payment than cash payment, reduction of
the share capital or the statutory
reserves or division of limited
companies ( 10, section 2). In
addition to NOP World, UBM
's businesses include PR Newswire, the world's
leading corporate news distribution service and CMP
, the business-to-business,
media and exhibition group operating in focused market sectors, including
high-tech, healthcare, property, entertainment, jewelry and fashion in the US,
UK, Asia and Europe
. Detta inkluderar ven mer djupgende analyser av aktuella hndelser.
dagstidningar analyser
PRESS RELEASE Ericsson's Nomination
Committee Proposes Election of Three New Members of the Board
The nomination committee
proposes Katherine Hudson, Brje Ekholm and Anders
Nyrn to be elected new members of the Board, and
re-election of Sir Peter
L.
As a consequence, the nomination committee proposes the number
of
Board members be ten, and that no deputy Board members be appointed. on
Tuesday, April
4, 2006 at Ericsson's web site
www.m.
b) Presentation of the work performed by the Board
of Directors and
its Committees during the past year.
Assuming this date will be the record day
, VPC AB is expected to
disburse dividends on Thursday, April 20, 2006., Inc. In
both cases the
incentive pay is measured against the achievement of
specific business objectives.
The basic
principle is that other benefits like company car and
medical schemes shall be competitive in the
local market. The resolution comprised, inter
alia, a right for the company to transfer a maximum
of 31,000,000
shares of series B to cover certain payments, mainly for social
security charges
that may occur in relation to the program. ("CME") (Nasdaq/Prague Stock Exchange: CETV) announced
today
that it intends to issue Class A Common Stock in an amount sufficient to
raise approximately $150
million. CME filed its registration statement with
the U.ende ndelser
ericsson.com/investors.30 p.
d) Resolution
on the procedure for appointing the members of the
Nomination Committee, determination of the assignment
of the
Committee, etc.
f) Determination of the fees payable to the Auditors.
Item
1 The proposal of the Nomination Committee for election of
Chairman of the Meeting
The Nomination
Committee proposes Advokat Claes Beyer be elected
Chairman of the Meeting.
The Company shall
make public the constitution of the Nomination
Committee by releasing a separate press release and
post the
information on the Company's web site.
-- The provision on notice convening a General
Meeting of Shareholders
is amended so that notice convening a General Meeting of
Shareholders
shall always be issued through announcement in Post-
och Inrikes Tidningar, Dagens Nyheter and
Svenska Dagbladet ( 13). For top executives in Sweden, the company applies a defined
contribution
scheme for old age pension in addition to the basic
pension plans on the Swedish labor market.5 percent
of gross salary for the purchase of shares of
series B at Stockholmsbrsen (the Stockholm Stock Exchange
) or ADRs
at NASDAQ.
Supermajority
The resolution of the Annual General Meeting of Shareholders
on
transfer of own shares requires, according to the Swedish Company
Act, that shareholders with
minimum two thirds of the votes cast as
well as the shares represented at the Annual General Meeting
of
Shareholders must vote in favor of the proposal.
Until the Czech prospectus is approved
and published, there is no public
offering in the Czech Republic (and this notice and the registration
statement
filed in the United States of America do not constitute a public offer in the
Czech
Republic).uppdateras nyheter
com/press
FOR FURTHER INFORMATION, PLEASE CONTACT
Media
Ericsson Media Relations
Phone: +46 8 719 69 92
E-mail: press. Such shareholder is requested to inform the nominee to that
effect well before that day.
c) The President's speech and the possible questions by the
shareholders
to the Board of Directors and the Management.
The Nomination Committee, elected by the Annual
General Meeting of
Shareholders 2005, consisting of Bjrn Svedberg, Investor, chairman
of the
Committee, Bengt Belfrage, Nordea Fonder, Christer Elmehagen,
AMF Pension, Curt Kllstrmer, Handelsbankens
Pensionsstiftelse,
Handelsbankens Pensionskassa and Handelsbankens Personalstiftelse,
and Michael
Treschow, proposes
a) that the number of Board members be 10 and no deputy Board members
be
elected;
b) that the fees to the non-employed Board members elected by the
Meeting and to
the non-employed members of the Committees of the
Board of Directors elected by the Meeting be paid
as follows:
-- Chairman of the Board of Directors: 3,750,000 SEK. and since 1997 a member of
the management group of
Investor AB.
Katherine Hudson (59 years of age)
Since 2004
the Non-Executive Chairman and Member of the Board of
Directors of CNH - Case New Holland - Global
NV, a subsidiary of
Fiat, which is a market-leader in the manufacturing of agricultural
tractors
and construction equipment.
Ericsson takes account of global remuneration practice together with
the practice of the home country of each top executive. Also the long-term
component has a target
of about 20 percent of total compensation.
Key Contributor Program and Performance Matching Program
d) Three categories of employees (key contributors, senior managers
and top senior managers
) will, in addition to the regular matching of
one share pursuant to the Stock Purchase Plan described
above, be
entitled to additional matching of shares free of consideration
within either the Key
Contributor Program, covering up to 6,040 key
contributors, or the Performance Matching Program,
covering up to
170 senior managers and up to 49 top senior managers and the CEO.
Matching of shares
between average annual EPS growth 3 and 15 percent
is linear.
The Annual General Meeting of
Shareholders 2005 resolved on transfer
of own shares on a stock exchange in relation to the Long
Term
Incentive Plan 2005.com/investors on Friday, March 24, 2006, at the
latest. NEW YORK,
it the largest survey of its kind,
tracking exposure to advertising media and usage of the advertised
goods and
products.rsnyheter publikationer
Notice convening the meeting and an agenda will be published in
Svenska
Dagbladet, Dagens Nyheter, Post och Inrikes Tidningar and
Financial Times Europe on March 3, 2006
and at
www.
Ericsson (NASDAQ: ERICY) is shaping the future of Mobile and Broadband
Internet
communications through its continuous technology leadership.
Read more at http://www
.
Item 7 c) Dividend and record day
The Board of Directors proposes a dividend of SEK 0
. During the period 1999-2005,
Brje Ekholm was responsible for New Investments for Investor Growth
Capital, Inc. One member shall be the chairman of the Board of Directors.
Item 11 The Board
of Directors' proposals for a) implementation of
the Long Term Incentive Plan 2006 and b) transfer
of repurchased own
shares
Background
As the employee saving and investment period for
the ongoing
incentive plan, Long Term Incentive Plan 2005, expires in 2006, the
Board of Directors
proposes that the Annual General Meeting of
Shareholders 2006 resolves on a new program, the Long
Term Incentive
Plan 2006. during the period from November
2006 up to and including November 2010
.
d) Employees covered by the terms of the LTI 2006 shall, subject to
certain conditions, receive
shares free of consideration.
e) Further, the Company shall have the right to, prior to the Annual
General Meeting of Shareholders 2007, transfer no more than 6,600,000
shares of series B, out
of the holding of 38,400,000 shares of series
B, in order to cover certain payments, mainly social
security
payments.
The Annual General Meeting of Shareholders 2004 resolved on transfer
of
own shares on a stock exchange in relation to the Long Term
Incentive Plan 2004. The resolution comprised
, inter alia, a right
for the company to transfer a maximum of 4,900,000 shares of series B
to
cover certain payments, mainly for social security charges that
may occur in relation to the plan
.S.detta ende
The remuneration consists of fixed salary, variable
components in the form of annual incentive
, pension and other
benefits. Further, the nomination committee proposes no
remuneration be paid
to the committee members.relations@ericsson. Simultaneous interpretation to English at
the Annual
General Meeting of Shareholders may be offered upon
request when giving notice of attendance. In
order to facilitate the registration at the
Meeting, powers of attorney in original, certificates
of registration
and other documents of authority should be sent to the Company at the
address
above so as to be available by Friday, April 7, 2006.
c) Election of the Chairman of the Board
, other Board members and
Deputy Board members.
The Nomination Committee would like to make
the following declaration
of principle:
The Nomination Committee deems that it is of great
importance that a
Board member holds shares in the company. (1988-1992). Anders Nyrn has also been
the Chief
Financial Officer and Vice Executive President of Securum AB
(1992-1996) and the Managing
Director of OM International AB
(1987-1992).
Stock Purchase Plan
a) All employees within
the Ericsson Group, except for what is
mentioned in item c) below, will be offered to participate
in the
Stock Purchase Plan.
Proposal
11 b) Transfer of Own Shares
a) No more
than 38,400,000 shares of series B can be transferred. Further, subsidiaries within the Ericsson Group
shall have the
right to acquire shares free of consideration and such subsidiaries
shall be obligated
to immediately transfer free of consideration
shares to their employees covered by the terms of the
LTI 2006..2 million shares of
Class A Common Stock with an underwriters' option to sell an additional
330,000 shares (resulting in a total potential transaction size of up to
$172,500,000).
CME is a TV broadcasting company with leading networks in six Central and
Eastern European countries
reaching an aggregate of approximately 82 million
people.nyheter datorer
ericsson.
Notice may also be given
by mail to Telefonaktiebolaget LM
Ericsson, Group Function Legal Affairs, Box 47021, SE-100 74
Stockholm, Sweden.
Anders Nyrn (52 years of age)
President and Chief Executive
Officer of AB Industrivrden since
2001.
Performance is specifically reflected in the variable
components -
both in an annual incentive and in a long-term incentive portion. The Annual Report
2005 and the complete proposals are available at the Company's home
page www.ericsson.webbtidningar tj
The
nomination committee proposes a new procedure for nomination of
members of the nomination committee
among the largest shareholders by
voting power.com
Investors
Investor Relations
Phone:
+46 8 719 00 00
E-mail: investor. on Monday, April 10, 2006.
7 Resolutions in respect to
a) adoption of the Profit and Loss Statement and the Balance Sheet,
the Consolidated Profit and
Loss Statement and the Consolidated
Balance Sheet for the Group;
b) discharge of liability
for the members of the Board of Directors
and the President; and
c) the appropriation of the
profit in accordance with the approved
Balance Sheet and determination of the record day for dividend
.
11 Resolution on a long-term incentive program:
a) Implementation of a Long Term Incentive
Plan 2006.
-- Chairmen and other members of the Finance- and Remuneration
Committee, respectively:
125,000 SEK each (unchanged).
Together, the incentive component is set to a target of about 40
percent of total compensation and the remaining part of 60 percent
for the fixed salary, reflecting
the judgment of the Board of
Directors as to the right balance between fixed and variable pay and
the market practice for compensation of executives.
f) The terms of the additional performance
match for senior managers
and top senior managers are based on average annual percentage growth
rate
in earnings per share [1] ("EPS") between 1 July 2006 and 30
June 2009, with reported EPS for quarter
3 and quarter 4 2005 plus
quarter 1 and quarter 2 2006 as the starting point.. Morgan Securities
Ltd.cetv-net.webbtidningar svenska
Registration to the
Meeting starts at 1.
5 Election of two persons approving
the minutes.
6 a) Presentation of the Annual Report, the Auditors' Report, the
Consolidated
Accounts, the Auditors' Report on the Consolidated
Accounts and the Auditors' presentation of the
audit work during
2005. Prior to this, she was employed by Eastman Kodak Company for
24 years;
during 1988-1993 as the Chief Information Officer and later
Vice President and General Manager for
Professional Printing &
Publishing Imaging. Vice Chairman of the Board of Directors of Svenska
Handelsbanken
. Member of the Boards of Directors of, SCA AB,
Industrivrden, Sandvik AB, Skanska AB, SSAB, Ernstrmgruppen
, SNS
and the Swedish Industry and Commerce Stock Exchange Committee.
Chairman of the Association
of Exchange Listed Companies and the
Association for Generally Accepted Principles in the Securities
Market.
Should a member of the Nomination Committee, appointed by a
shareholder, resign
during the term of office, the shareholder that
has appointed the member, may appoint another member
to the
Nomination Committee. The Company's current holding of
own shares will cover the requirement
of shares to the Long Term
Incentive Plan 2006.
Proposal
11 a) The Long Term Incentive
Plan 2006
The Board of Directors proposes that the Annual General Meeting of
Shareholders resolves
on a Long Term Incentive Plan 2006 ("LTI
2006"), including 38,400,000 shares of series B, and comprising
three
parts (i) the Stock Purchase Plan, (ii) the Key Contributor Program
and (iii) the Performance
Matching Program, according to the
principle guidelines below. The CEO shall have the right to save
up to 9 percent of
gross salary for purchase of shares. If the purchased shares are
retained by
the employee for three years from the investment date and
the employment with the Ericsson Group
continues during that time,
the employee will be given a corresponding number of shares of series
B or ADRs free of consideration.
For more information on NOP World, please visit our web
site or contact
Ilene Siegalovsky, Senior Vice President of Marketing for NOP World at 800-
456
-4405, ext.
webbtidningar tj
ericsson.
Katherine Hudson holds 52,000 shares of Class B in the Company
. Its absolute level is
determined by the size and complexity of the job and performance of
the
individual jobholder.
Currently the target level of the annual component for Swedish top
executives
is about 20 percent of the total compensation (fixed
salary, annual incentive and long-term incentive
).
The Annual General Meeting of Shareholders 2003 resolved on transfer
of own shares on a
stock exchange in relation to the Stock Purchase
Plan 2003. Its products and services
help companies
around the world meet their market information needs., Lehman Brothers Inc. CME
is traded on the
NASDAQ and the Prague Stock Exchange under the ticker symbol
"CETV".com .resurser analyser
The Board of Directors
' also proposes transfer of own stock in
relation to the resolution on the Global Stock Incentive
Program
2001, the Stock Purchase Plan 2003, the Long Term Incentive Plan 2004
and the Long Term
Incentive Plan 2005. and 4 p. weekdays, or by facsimile no. The documents must not be older
than
one year. Prior to this, he was a member of the group
management of Nordbanken and responsible for
Investment Banking and
Capital Markets (1996-1997).
Based on the shareholding statistics from
VPC AB at the end of the
month in which the Annual General Meeting of Shareholders is held,
the
four largest shareholders by voting power are identified and
requested to appoint one member each
of the Nomination Committee. The term of office of the current Nomination Committee is
extended until
new members of the Nomination Committee are appointed
accordingly. The CEO may be entitled to an
additional performance match of up
to eight shares for each one purchased.
g) Before the number
of performance shares to be matched pursuant to
e) above are finally determined, the Board of Directors
shall examine
whether the performance matching is reasonable considering the
company's financial
results and position, conditions on the stock
market and other circumstances, and if not, as determined
by the
Board of Directors, reduce the number of performance shares to be
matched to the lower
number of shares deemed appropriate by the Board
of Directors.
Proposal
Therefore,
the Board of Directors proposes the General Meeting of
Shareholders to resolve that the Company shall
have the right to
transfer, prior to the Annual General Meeting of Shareholders 2007, a
maximum
of 63,202,170 shares of series B, or the lower number of
shares of series B, which as per 10 April
2006, remains of the
original 69,700,000 for the purpose of covering certain payments,
primarily
social security charges that may occur in relation to the
company's Global Stock Incentive Program
2001, the Stock Purchase
Plan 2003, the Long Term Incentive Plan 2004 and the Long Term
Incentive
Plan 2005.com) is a leading
provider of business-to-business media solutions. HAMILTON, Bermuda
, Central European
Media Enterprises Ltd.aff tidningar
Bonfield, Ulf J. Johansson, Sverker Martin-Lf, Nancy McKinstry
, Carl-
Henric Svanberg, Michael Treschow and Marcus Wallenberg. The proposals will also be
available
at the company's home page www.
Providing innovative solutions in more than 140 countries, Ericsson
is helping to create the most powerful communication companies in the
world. +46 (0)8 775 0199
between
10 a. Consequently, the
Nomination Committee requests the Board to decide on the principles
for Board members' shareholding in the company and along the
following guidelines:
-- non-employed Board members elected by the Annual General Meeting of
Shareholders shall within
a certain period of time build up a
shareholding in the Company corresponding to at least the
annual
Board of Director's fee (after tax);
-- such Board member shall maintain a minimum
shareholding of such
size for the duration of the term of office; and
-- a part of the
Board of Director's fee shall be paid early in the
term of office in order to enable a Board
member to invest part of
the Board of Director's fee in shares in the Company as soon as
reasonably possible after the election of the Board of Directors by
the Annual General Meeting
of Shareholders.
The chairman of the Nomination Committee shall be the member
appointed by
the largest shareholder by voting power, provided the
Nomination Committee does not unanimously resolve
to appoint another
member, appointed by a shareholder, chairman of the Nomination
Committee.
The Company shall bear fair costs reasonably related to the
assignment of the Nomination Committee
.
In order to implement the LTI 2006 according to the above, the Board
of Directors proposes
that the Annual General Meeting of Shareholders
resolves on transfer of own shares as set out below
.rsnyheter dagstidningar
The Board of Directors' proposes a dividend of SEK 0.ericsson.
The data received when
giving notice of attendance will be
computerized and used for the purpose of the Annual General Meeting
of Shareholders 2006 only.
8 Presentation of the work and proposals of the Nomination
Committee
, election of the Board of Directors, etc.
Brje Ekholm holds 8,803 shares of Class B in the Company
. Anders Nyrn was the
Chief Financial Officer and Vice Executive President of Skanska AB
during
1997-2001. Then the Nomination Committee
is appointed and its term of office starts when the press
release is
issued.
The assignment of the Nomination Committee covers to provide
proposals
for i.
-- Shareholders' pre-emptive rights in case of new issues of shares
are extended
to apply not only to cash issues but also to issues
against payment through set-off of claims
.
The provision is not necessary as it has become a rule of the
Swedish Company's Act.
Such cash alternative shall,
as far as practicably possible, correspond to the terms for the LTI
2006 involving key contributors. The resolution comprised, inter alia, a right
for the company
to transfer a maximum of 7,800,000 shares of series B
to cover certain payments, mainly for social
security charges that
may occur in relation to the plan.
Resolutions on transfer of own shares
have thereafter been made for
the purpose of the Global Stock Incentive Program at the Annual
General
Meetings of Shareholders 2002, 2003, 2004 and 2005, for the
purpose of the Stock Purchase Plan 2003
at the Annual General Meeting
of Shareholders 2004 and 2005 and for the purpose of the Long Term
Incentive Plan 2004 at the Annual General Meeting of Shareholders
2005. Transfer of shares shall
be effected at
Stockholmsbrsen at a price within the, at each time, registered
price interval
for the share.
Copyright Hugin ASA 2006.
analyser uppdateras
, Inc., Tessera Techn.
-- The provision
on the auditors' four year term of office is deleted
and the provision on number of auditors
is amended to the effect
that the company shall have no less than one and no more than three
registered public accounting firms as auditors ( 10, section 1). The resolution comprised, inter
alia, a right for the
company to transfer a maximum of 26,000,000 shares of series B to
cover
certain payments, mainly for social security charges that may
occur in relation to the plan.rsnyheter ende
m.
Nominee
Shareholders who are represented by proxy shall issue a power of
attorney for the
representative.
4 Determination whether the Meeting has been properly announced.
e) Determination
of the fees payable to the members of the
Nomination Committee.
-- Chairman of the Audit Committee:
350,000 SEK (unchanged).
Brje Ekholm (43 years of age)
President and Chief Executive Officer
of Investor AB since September
2005. She
holds a BS degree in Management from Indiana University
.
-- The provision to the effect that the company's shares shall be
registered in a Central
Securities Depository register is amended
in order to comply with the definition of Central Securities
Depository companies under Chapter 1, Section 10 of the new
Companies Act ( 8).
-- The provision to the effect that every person, who is entitled to
vote, may vote at General
Meetings of Shareholders for the full
number of shares owned and represented by him without any
restriction in the number of votes, is removed.
In order to implement the Long Term Incentive
Plan 2006, the Board of
Directors proposes that no more than 38,400,000 shares of series B
may
be transferred to employees in the Ericsson Group and, moreover,
that a portion of the shares also
may be transferred at
Stockholmsbrsen (the Stockholm Stock Exchange) in order to cover
inter alia
social security payments. CME intends to offer the shares also to institutional investors
in the
Czech Republic (for trading on the Prague Stock Exchange) and will be
seeking approval of a Czech
prospectus from the Czech Securities Commission
tomorrow.tidningar aff
The Board of Directors' complete
proposals for resolutions will be
available no later than March 24, 2006.
9 Resolution on
amendment of the Articles of Association. The proposal is summarized as follows.
Should a shareholder
abstain from its right to appoint a member, the
subsequent largest shareholder by voting power, shall
appoint a
member of the Nomination Committee. The proposed amendments involve, in all material respects
, the
following:
-- The provision on nominal value of shares is deleted and replaced by
a provision stating that the number of shares shall be
6,000,000,000 as a minimum and
24,000,000,000 as a maximum ( 5).
For top executives in Sweden the mutual notice period is six
months. The
severance pay is reduced by 50 percent of the salary or corresponding
compensation
which the executive would be entitled to from other
sources during the period severance pay is provided
by Ericsson. No allocation of matching shares
will occur if the average annual EPS growth is at or
below 3 percent.
b) Right to acquire shares shall be granted to such persons within
the Ericsson
Group covered by the terms and conditions for the LTI
2006.regelbundet ende
com
TELEFONAKTIEBOLAGET
LM ERICSSON
NOTICE OF ANNUAL GENERAL MEETING OF SHAREHOLDERS
The Annual General Meeting
of Shareholders of the Company will be
held at the Globe Arena, entrance from Globentorget, Stockholm
,
Sweden at 3. +46 (0)8 775 8018. When giving notice of attendance, please state
name, date
of birth, address, telephone no.
3 Approval of the agenda of the Meeting.
c) that
Michael Treschow be re-elected Chairman of the Board of
Directors;that Marcus Wallenberg be re-elected
Deputy Chairman and Sverker
Martin-Lf be elected Deputy Chairman; that the Board members Sir Peter
L. Member of the Boards of Directors of AB Chalmersinvest, Biotage
AB, Greenway Medical Techn. In
addition, Katherine Hudson is
a Member of the Board of Directors of Charming Shoppes, Inc. Earlier
positions include employment as controller and
Chief Financial Officer of STC Scandinavian Trading
Co AB (1982-1987)
and AB Wilhelm Becker (1979-1982). Anders Nyrn holds 23,923 shares of
Class
B in the Company.
Item 8 d) The proposal of the Nomination Committee for the procedure
for
appointing the members of the Nomination Committee, determination
of the assignment of the Committee
, etc.
Item 8 e) The proposal of the Nomination Committee for determination
on fees payable
to the members of the Nomination Committee
The Nomination Committee proposes no remuneration be paid
to the
members of the Nomination Committee. The Board of Directors shall however be entitled, but
not
obligated, to arrange for a cash alternative for key contributors in
specific jurisdictions
, should any of the aforementioned
presuppositions prove not to be at hand.
The reasons for
deviation from shareholders preferential rights and
the base for determination of the transfer prices
are as follows.
Item 12 The Board of Director's proposal for resolution on transfer
of own
shares in relation to the resolution on the Global Stock
Incentive Program 2001, the Stock Purchase
Plan 2003, the Long Term
Incentive Plan 2004 and the Long Term Incentive Plan 2005
Background
The Annual General Meeting of Shareholders 2001 resolved on transfer
of own shares on a stock
exchange in relation to the introduction of
a Global Stock Incentive Program.
United Business
Media (http://www.
Percent of Influentials(SM)
Who Are Heavy Users* of Each Media
Newspapers 41%
Magazines
33%
Radio 20%
Television 14%
* Heavy users defined as the top quintile of users according to MRI Survey
of the American
Consumer, Wave 51.
P. Ceska sporitelna, a.datorer analyser
relations@ericsson.com/investors, by phone no.
Agenda
1 Election of the Chairman of the Meeting.
2 Preparation and approval of
the voting list.
Bonfield, Ulf J. Johansson, Nancy McKinstry, and Carl-Henric Svanberg be re-
elected;
and
that Brje Ekholm, Katherine Hudson and Anders Nyrn be elected Board
members; Arne Mrtensson
and Eckhard Pfeiffer have declined re-election. Master of Science in Electrical Engineering from the
Royal
Institute of Technology, Sweden, and Master of Business
Administration from Insead, France
. He is a graduate from Stockholm School of Economics and holds
a MBA from Andersson School of Management
, UCLA." ( 2)
9 b) Amendments of the Articles of Association for adaptation to the
new Swedish
Companies Act
The Board of Directors proposes that the Annual General Meeting of
Shareholders
resolve on amendment of the Articles of Association,
among other things in order to adapt the Articles
of Association to
the new Swedish Companies Act that entered into force on January 1,
2006. The
remuneration and other terms of
employment for the other top executives are approved by the
Remuneration
Committee.
c) The employee shall have the right to receive shares during the
period when the
employee is entitled to receive shares in accordance
with the terms of the LTI 2006, i. The Board
of Directors considers it to be an advantage for
the Company and its shareholders that the employees
are shareholders
in the Company.
Supermajority
The resolutions on implementation of
the LTI 2006 according to item
11 a) above and the transfer of repurchased own shares according to
item 11 b) above shall be made as one "package".
In accordance with the above resolutions
on transfer of totally
69,700,000 shares,
6,497,830 shares have been transferred up to 15 February
2006.. The Company's television stations are located in Croatia (Nova TV),
Czech Republic (TV Nova
, Galaxie Sport), Romania (PRO TV, Acasa, PRO Cinema),
Slovakia (Markiza), Slovenia (POP TV, Kanal
A) and Ukraine (Studio 1+1).
For additional information, please visit http://www.Nyhetswebbplatser
som erbjuder material som uppdateras regelbundet.
satir publikationer
The nomination committee proposes Sverker Martin
-Lf and Marcus
Wallenberg as Deputy Chairmen of the Board.45 per share be
paid for the year 2005
and Thursday April 13, 2006, as record day for
dividend.
The Board of Directors' also proposes
the implementation of a Long
Term Incentive Plan 2006 and transfer of own shares in accordance
with
the plan. Should the shareholder not exercise such right,
the right to appoint shall transfer to
the subsequent largest
shareholder by voting power. In case it then proves
that a shareholder
that has appointed a member of the Nomination
Committee no longer is one of the four largest shareholders
by voting
power, the relevant member shall resign and the shareholder that is
among the four largest
shareholders by voting power and that has not
already appointed a member of the Nomination Committee
, shall have
the right to appoint a successor for the resigned member.
The remunerations consist
of fixed salary, variable components in the
form of annual incentive and long-term incentive, pension
and other
benefits.
Fixed salary is set to be competitive. Up to 170 senior managers may be
entitled to an additional
performance match of up to four shares for each one purchased. Up to 49
top senior managers may be entitled to an additional
performance match of up to six shares for each
one purchased. Transfer of the shares shall be effected at
Stockholmsbrsen at a price within the
, at each time, registered
price interval for the share.
For more information on the NOP World
's Influentials, please contact Brad
Fay, Managing Director of NOP World Consumer, at 609-683-6187
or
bfay@nopworld.com.bilar aff
com/investors no
later than the same date.
Right to attend and notice
of attendance
Shareholders who wish to attend the Meeting shall
-- be entered into the transcription
of the share register of Tuesday,
April 4, 2006, kept by VPC AB (Swedish Securities Register
Centre);
and
-- give notice of attendance to the Company not later than 4 p.:
a) Determination
of the number of Board members and Deputy members of
the Board of Directors. Prior to this, he was
President of Novare Kapital AB
(1995-1997) and he has held positions with Investor (1992-1995) and
McKinsey & Co Inc.
3..V.erbjuder nyheter
The complete Notice of Annual General Meeting is found below
.m.
b) Transfer of own shares as a consequence of the Long Term Incentive
Plan 2006.
-- Other
Board members: 750,000 SEK each.
-- The provision to the effect that the Chairman of the Board
of
Directors, or if he is prevented, another Director appointed
thereto by the Board of
Directors, opens the General Meeting of
Shareholders and presides the deliberations until a Chairman
has
been elected by voting, is removed. Up to 6,040 key contributors are entitled to an additional
match
of one share for each one purchased. Maximum
performance matching shares (i.
The
base for determination of the transfer prices is seen from the
Board of Directors' proposal under
relevant headings above.
Stockholm, March 2006
The Board of Directors
[1] Earnings
Per Share is calculated by dividing the reported net
income for the Ericsson Group by the average
number of shares
outstanding during the period.com.
J.ndelser tj
The Board proposes that the
Annual General Meeting decides on
principles for remuneration and other employment terms for top
executives. The proposals will be sent to
shareholders free of charge upon request.ericsson.00
p.
Shareholding in the name of a nominee
Shareholders, whose shares are registered in
the name of a nominee,
must request to be temporarily entered into the share register as of
Tuesday
, April 4, 2006, in order to be entitled to participate in the
Meeting.
Item 8 a)-c) The proposals
of the Nomination Committee for the number
of Board members and Deputy Board members, fees payable
to the Board
of Directors, election of the Chairman of the Board of Directors, and
other members
of the Board of Directors, etc.
The Nomination Committee proposes the Annual General Meeting
of
Shareholders resolves on a procedure for appointing members of the
Nomination Committee.
e) If the shares purchased in accordance with the Stock Purchase Plan
are retained by an employee
within the categories mentioned in d)
above for three years from the investment date and the employment
with the Ericsson Group continues during that time, the employee will
be entitled to the following
matching of shares, free of
consideration, in addition to the regular matching of one share:
1.Central European Media Enterprises Announces Equity Offering to Raise $150 Million
aff satir
Working overtime to stay the Web's best reference!
-> Show SiteSeek's List of Web Sites For This Topic (Not Yet Peer Reviewed)
Loading...
(Note: These pages use the Atlas Content Safeguard System (ACSS) and require that Javascript is enabled for viewing.)