The 2010 Nominating Committee – Composition and Proposed Resolutions for the Extraordinary General Meeting on November 23, 2009
November 9, 2009
In accordance with a resolution adopted at the Annual General Meeting in May 2009, the Chairman of the Board has contacted the four largest shareholders as of September 30, 2009, who, together with the Chairman of the Board and a representative of the smaller shareholders, will constitute the Nominating Committee.
Arne Lindberg has tendered his resignation as a result of a reduction in his ownership stake in the company. The Nominating Committee has therefore offered Krantz Svedberg Förvaltning AB, which became the largest shareholder on November 6, 2010, the opportunity to appoint a representative to serve as a member of the Nominating Committee.
The 2010 Nomination Committee consists of the following members:
– Hans Krantz (representing Krantz Svedberg Förvaltning AB)
– Christian Helgesson (representing Marinus Företagskapital AB)
– Arne Lindberg (representing Hans Nilsson and Peder Swenman)
– Lars Save (representing the minority shareholders)
– Stig-Arne Larsson, Chairman of the Board
Hans Krantz has been appointed chair of the Nominating Committee, which can be reached by email at hans@krantzco.com.
In light of the change in ownership, the Nomination Committee proposes that a new Board of Directors be elected at the Extraordinary General Meeting on November 23, 2009, as follows:
The Board shall consist of five (5) members, with no alternates.
Board members:
– Kenth-Åke Jönsson (re-elected)
– Stig-Arne Larsson (re-elected)
– Hans Krantz (newly elected)
– Fredrik Svedberg (newly elected) and
– Peter Ragnarsson (newly elected)
Hans Krantz (born 1957) holds a degree in business administration and has 10 years of experience serving on the boards of various software companies. Hans is currently the chairman of the board at LogTrade BarLink AB and has served as an advisor to some of Sweden’s largest institutional investors regarding investments in the technology sector.
Fredrik Svedberg (born 1969) is one of the founders of EdiCom International AB and served as its CEO from 1990 to 1998. Since 2001, Fredrik has served on boards in the software sector and is currently the CEO of LogTrade BarLink AB.
Peter Ragnarsson (born 1963) holds a degree in business administration and is the CEO of LMK Ventures AB and a member of the board of Nocroc Ventures AB. Peter has previously worked at SET Revisionsbyrå, Arjo BV, Securitas AB, Axis AB, AudioDev AB, and Niscayah Group AB.
Remuneration for the Board of Directors shall remain unchanged at SEK 150,000 for the Chair and SEK 75,000 for each member who is not an employee of the Company.
The Nominating Committee further proposes that, prior to the 2010 Annual General Meeting, the Nominating Committee consist of four (4) members, with the two largest shareholders each appointing one representative who, together with a representative of the smaller shareholders—appointed by the Chairman of the Board—and the Chairman of the Board, shall constitute the Nominating Committee.
The Chair of the Nomination Committee is elected by its own members. The Chair of the Board of Directors may be elected as Chair of the Nomination Committee. No special compensation shall be paid for work on the Nomination Committee.
If a shareholder who has appointed a representative to the Nomination Committee significantly reduces his or her shareholding in the Company, the representative appointed by that shareholder shall vacate his or her seat. If a member leaves the Nomination Committee for this or any other reason, another major shareholder shall, in consultation with the remaining members, appoint a representative to serve as a member of the Nomination Committee.
The Nominating Committee proposes that Stig-Arne Larsson be elected chairman at the extraordinary general meeting on November 23, 2009.
Nacka, November 9, 2009,
The Nominating Committee of Generic Sweden AB