Enclosed please find an extract from our Annual Report for 2003. The complete report was sent to the Copenhagen Stock Exchange on 22 March 2004.
On our website www.hartmann.dk you can find and download a PDF document comprising our Annual Report 2003 with a detailed review of the developments and results for the Group and for the individual units, as well as outlook for 2004. A printed copy of the Annual Report 2003 will be sent to all our name registered shareholders not later than 7 April 2004.
Earnings per share came to DKK 0.2 against DKK 6.2 in 2002. The Board of Directors recommends to the Annual General meeting that no dividend be declared for 2003. It is Hartmann's dividend policy to maintain a pay-out ratio of approx. 30%. The dividend proposal for the year should therefore only be seen against the backdrop of the unsatisfactory performance.
Enclosed is the notice convening the Annual General Meeting together with agenda and a requisition for ordering admittance card. We would point out that the requisition may also be used for issue of a power of attorney. You may return the requisition, duly filled in, in the enclosed reply envelope which should be with Danske Bank at the latest on Tuesday 13 April 2004. Requisition of admittance cards for the Annual General Meeting can also be made via Internet on our homepage www.hartmann.dk or the homepage of Danske Bank at www.danskebank.dk/gfhartmann.
The Annual General Meeting will be held Thursday, 15 April 2004, at 2 pm at Scandic Hotel Eremitage, Klampenborgvej, Lyngby Storcenter 62, 2800 Kgs. Lyngby
Yours sincerely,
The Board of Directors of
Brødrene Hartmann A/S
NOTICE CONVENING ANNUAL GENERAL MEETING in BRØDRENE HARTMANN A/S
Thursday, 15 April 2004, at 2 pm at Scandic Hotel Eremitage, Klampenborgvej, Lyngby Storcenter 62, 2800 Kgs. Lyngby
AGENDA
1. Directors' report about the Group's activities during the closed financial year.
2. Presentation of audited annual report for approval as well as decision regarding discharge of obligations for Executive Board and Board of Directors.
3. Decision regarding allocation of profit or coverage of loss according to the adopted annual report.
4. Appointment of members of the Board.
Director Mogens Petersen is up for election, but does not want to be re-elected and withdraws from the Board of Directors.
The Board of Directors proposes that Lars Rasmussen, Group Director of Coloplast A/S, be elected as new member of the Board. This decision is based on Lars Rasmussen's many years of experience in international management and his thorough knowledge of production.
Lars Rasmussen is 45 years old and holds a BSc (Eng) (1986) and an E*MBA from Scandinavian International Management Institute (1995). Lars Rasmussen has been with Coloplast A/S since 1988, among others as plant manager and division manager before becoming Group Director in 2000 with responsibility for research, product development, technology and production.
Lars Rasmussen is Vice-Chairman of the Board of Directors of Bie & Berntsen A-S, Member of the Board of Directors of LM Glasfiber Holding A/S and of Medicon Valley Academy F.m.b.A.
Attorney-at-law Peter-Ulrik Plesner is up for election, and the Board of Directors proposes re-election.
5. Appointment of deputy director.
Director Kaj Fauerskov Sørensen is up for election. The Board of Directors proposes reelection.
6. Appointment of auditors.
The Board of Directors proposes re-election of KPMG C.Jespersen Statsautoriseret Revisionsinteressentskab and Grant Thornton Statsautoriseret Revisionsaktieselskab.
7. Proposals from the Board of Directors regarding authorisation for acquisition of treasury
shares:
The Board of Directors is authorised, in the period up to 15 October 2005, within the scope of totally 10% of the Group's share capital to let the Group acquire own shares at the market price valid at the acquisition time with a deviation of up to 10%.
8. Possible proposals from the Board of Directors or shareholders.
Eight days before the Annual General Meeting agenda, financial statements, consolidated financial statements and Auditors' report will be available at the Group head office for inspection by the shareholders, and this material will also be sent to shareholders registered by the company.
Admittance card for the Annual General Meeting may be requested at the Group head office or from Danske Bank on phone 43 39 28 85 all weekdays (except Saturday) from 9.00 am until 4.00 pm on proof of identity as shareholder in the way stipulated in § 12, art. 2, of the statutes. Application should be made at least 5 days before the Annual General Meeting. Requisition of admittance card for the Annual General Meeting may also be made via Internet on the homepage of Danske Bank at www.danskebank.dk/gfhartmann. For shares acquired through assignment the voting right is, however, on the condition that the shares have been noted in the share register before issue of this notice, cf. § 12, art. 3 of the statutes.
The Board of Directors of Kgs. Lyngby, 30 March 2004
Brødrene Hartmann A/S
