Axis AB: Notice of Annual General Meeting


Axis AB: Notice of Annual General Meeting

Axis AB (publ) is holding its Annual General Meeting at 5:00 p.m. on Wednesday,
April 21, 2010, at Edison Park, Emdalavägen 14, LUND.

Participation
To be entitled to participate in the Annual General Meeting, shareholders shall

-	be registered in their own name in the transcription of the share register
kept by Euroclear Sweden AB as of Thursday, April 15, 2010, and

-	give notice of attendance to the Company not later than 4:00 p.m. Thursday,
April 15, 2010.

Inclusion in the share register
Shareholders whose shares are registered in the name of a nominee must, 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 on
April 15, 2010. Such registration may be temporary.

Notification of attendance
Notification should include name, Swedish personal identity number or corporate
registration number, address and telephone number and the number of shares
represented. Notification should also state the number of advisors (however, not
more than two) that the shareholder wishes to attend the Meeting. If a
shareholder is represented by proxy, the power of attorney and - if the
shareholder is a legal entity - 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 the original and must not be
issued earlier than twelve months prior to the Meeting. The power of attorney
form is available on the Company's website: www.axis.com.

Notification of attendance shall be made in writing to Axis AB, Attn: Adrienne
Jacobsen, Emdalavägen 14, SE-223 69 Lund, Sweden; or by telephone to Axis AB's
head office, tel. +46 46 272 18 00; or via the Company's website: www.axis.com.

Any questions relating to participation in the Meeting will be answered by Ray
Mauritsson, President, Axis AB, or by Adrienne Jacobsen.

Proposed agenda

1.	Opening of the Meeting.
2.	Election of the Chairman of the Meeting.
3.	Preparation and approval of the voting list.
4.	Approval of the Agenda.
5.	Election of one or two persons approving the minutes.
6.	Determination as to whether the Meeting has been duly convened.


7.	Presentation of
a)	the annual report and the Auditor's report, and the consolidated accounts and
the Auditor's report on the consolidated accounts,
b)	Auditor's statement as to whether the principles for determining remuneration
to senior executives which applied since the previous Meeting have been
followed, 
c)	the Board of Directors' proposal for distribution of profits and statement of
explanation. 
8.	Report by the President.
9.	Resolutions:
a)	concerning the adoption of the profit and loss account and the balance sheet,
and of 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 the discharge of liability for the members of the Board of
Directors and of the President.
10.	Determination of the number of members and deputy members of the Board of
Directors.
11.	Determination of the fees payable to the Board of Directors and the Auditor.
12.	Election of Board members and Chairman. 
13.	Resolution regarding the Board of Directors' proposal regarding principles
for determining salaries and other remuneration to the President and other
members of company management.
14.	Resolution regarding the Board of Directors' proposal regarding the
procedure for appointing the members of the Nomination Committee, etc.
15.	Other issues to be addressed by the Meeting in accordance with the Swedish
Companies Act or the Articles of Association.
16.	Closing of the Meeting.

The number of shares and votes
The total number of shares and votes respectively in Axis AB amounts to
69,377,000 as of March 19, 2010.

Proposal regarding election of the Chairman of the Meeting (Item 2)
The Nomination Committee, comprising Therese Karlsson, Martin Gren and Christer
Brandberg, representing more than 43% of the total number of votes in the
Company, proposes that Lars-Erik Nilsson be elected Chairman of the Meeting.

Proposal regarding dividend (Item 9b)
The Board of Directors proposes a dividend for the fiscal year 2009 of SEK 4.00
per share, of which SEK 1.25 is an ordinary dividend and SEK 2.75 an extra
dividend. The record date for the dividend is proposed to be April 26, 2010. If
the Annual General Meeting resolves in accordance with the proposal, it is
expected that the dividend will be disbursed by Euroclear Sweden AB on April 29,
2010.


Proposals regarding election of the Board of Directors and fees (Items 10-12)
The Nomination Committee proposes

•	that six (6) Board members shall be elected without any deputy members;
•	that the Board members Lars-Erik Nilsson, Charlotta Falvin, Martin Gren, Olle
Isberg and Göran Jansson shall be re-elected,
•	that Roland Vejdemo be newly elected as a Board member,
•	that Lars-Erik Nilsson be re-elected Chairman of the Board,
•	that a fee totaling SEK 1,250,000 shall be paid to the Board of Directors to
be distributed among members who are not employees of the Company, with SEK
450,000 to the Chairman and SEK 200,000 to each of the other Board members. 

Roland Vejdemo is, inter alia, Chairman of the Board and Managing Director of
Hewlett-Packard Sverige Aktiebolag. He has held several senior management
positions during his career, among others as Managing Director of Compaq
Computer Aktiebolag.

It is to be noted that Öhrlings PricewaterhouseCoopers AB, with Authorised
Public Accountant Bertil Johanson as Senior Auditor, was elected as Auditor at
the Annual General Meeting in 2007, for a period of four years. 

The Board of Directors proposes that the fees to the Auditor are paid against
approved invoices.

Proposal regarding principles for determining salaries and other remuneration to
the President and other members of the company management (Item 13)
The proposal of the Board of Directors regarding the principles for determining
salaries and other remuneration to the President and other members of the
company management implies that the principles adopted by the Annual General
Meeting in 2009 shall, in all essentials, continue to be in force. Said
principles can be found on the web page of the company, www.axis.com. 

Proposal regarding the procedure for appointing the members of the Nomination
Committee, etc. (Item 14)
The Board of Directors proposes that the Annual General Meeting resolves that
the procedure currently applicable for appointing the members of the Nomination
Committee, etc., shall also apply for 2010, that is, that members of the
Nomination Committee shall be appointed in accordance with the following:

The three largest shareholders in the Company as of August 31 of the year before
the Annual General Meeting shall, on September 30 the year before or at the
latest six months before the Annual General Meeting, elect a representative each
as a member of the Nomination Committee. The Nomination Committee shall then
internally elect one of the members as the Chairman. In the event that any of
the three largest shareholders waives its right to elect a representative to the
Nomination Committee, the fourth largest shareholder shall instead elect a
representative or, if the fourth largest shareholder also declines, the
shareholders shall thereafter, in a descending order, elect a representative
until three representatives are appointed. In the event that a member leaves the
Nomination Committee before the work of the Nomination Committee is completed,
the shareholder that appointed that member shall appoint a new member. In the
event that this shareholder declines to appoint a new representative, the fourth
largest shareholder shall instead elect a representative or, if the fourth
largest shareholder also declines, the shareholders shall thereafter, in a
descending order, elect a representative until a new representative is
appointed.

The Nomination Committee shall draw up and present proposals to the Annual
General Meeting for resolution on the following matters:
1.	Election of the Chairman of the Meeting. 
2.	Determination of the Board of Directors' fees.
3.	Election of the Chairman and other Board members.
4.	Any proposals for changes in the procedures for appointing the Nomination
Committee.

No fee is to be paid to the Nomination Committee. However, the Company is
responsible for all reasonable costs related to carrying out the Nomination
Committee's assignment.

Documents available prior to the Annual General Meeting
The Annual Report and Auditor's Report and other documents that will be put
forward to the Meeting according to item 7 of the proposed agenda will be
available at the Company's head office at Emdalavägen 14 in Lund, Sweden, as
from April 7, 2010 and will be sent to shareholders upon request.

______________________________

Lund, March 2010
The Board of Directors of Axis AB (publ)

For further information, please contact:
Margareta Lantz, Manager IR&Corporate Communications, Axis Communications 
Phone: + 46 46 272 18 00, E-mail: pressoffice@axis.com

About Axis
Axis is an IT company offering network video solutions for professional
installations. The company is the global market leader in network video, driving
the ongoing shift from analog to digital video surveillance. Axis products and
solutions focus on security surveillance and remote monitoring, and are based on
innovative, open technology platforms. Axis is a Sweden-based company, operating
worldwide with offices in more than 20 countries and cooperating with partners
in more than 70 countries. Founded in 1984, Axis is listed on the NASDAQ OMX
Nordic, under the ticker AXIS. For more information about Axis, please visit our
website at www.axis.com

Pièces jointes

03122102.pdf