STOCKHOLM, Sweden, Nov. 22, 2004 (PRIMEZONE) -- Song Networks Holding:
(This document is essentially a translation of the Swedish language version. In the event of any discrepancies between this translation and the original Swedish document, the latter shall prevail.)
NOTICE
Shareholders in Song Networks Holding AB (publ), are hereby summoned to an extraordinary general meeting to be held at 14.00 p.m. on Monday December 6, 2004, at the company's office, Gustav III:s Boulevard 18, Solna.
NOTIFICATION
A shareholder who wishes to participate in the general meeting must be registered in the share register maintained by VPC AB on Friday November 26, 2004, and notify the company of its intention to attend the general meeting not later than 12 noon on Monday November 29, 2004, to the address: Song Networks Holding AB, attention Lena Ekedahl, Box 712, 169 27 Solna or by fax 08-56 310 101. The notification should also contain the number of assistants (not more than two) who will accompany the shareholder. The notification should also state name, address, social security- / company registration number, telephone number and the number of shares represented.
A shareholder whose shares are registered in the name of a nominee must, to be entitled to attend the general meeting, temporarily re-register the shares in its own name in due time prior to Friday November 26, 2004.
A shareholder represented by a representative shall issue a power of attorney. The power of attorney should be dispatched to the company to the address mentioned above in due time prior to the general meeting. If a power of attorney is issued by a legal entity, a copy of a registration certificate for that legal entity must be enclosed.
MATTERS AND PROPOSED AGENDA
1. Opening of the general meeting.
2. Election of a chairman for the general meeting.
3. Preparation and approval of voting list.
4. Approval of agenda.
5. Election of at least one person to certify the minutes.
6. Determination of whether the general meeting has been duly convened.
7. Election of Board of Directors.
8. Determination of fees for the Board of Directors.
9. Authorisation for the Board of Directors to sell a larger part of Song Networks Holding AB's subsidiaries to other companies in the TDC group.
10. Closing of the general meeting.
MOTIONS
TDC A/S, owning more than 90 per cent of the shares in Song Networks Holding AB, has requested that an extraordinary general meeting should be summoned and has notified the Board of Directors that the following proposals will be made to the general meeting.
ELECTION OF BOARD OF DIRECTORS AS WELL AS FEES FOR THE BOARD OF DIRECTORS (ITEMS 7 AND 8) The Board of Directors shall consist of four members with no deputies.
Re-election of Kjell Nilsson and election of Kim Frimer, President TDC Solutions, Martin Lippert, Executive Vice President of TDC Business and Jesper Helmuth Larsen, Chief Financial Officer in TDC Solutions.
It is submitted to the Board of Directors itself, to decide upon allocation of the Board remuneration for the period up to the next annual general shareholders' meeting.
AUTHORISATION FOR THE BOARD OF DIRECTORS TO SELL A LARGER PART OF SONG NETWORKS HOLDING AB'S SUBSIDIARIES TO OTHER COMPANIES IN THE TDC GROUP
(ITEM 9) That the General Meeting approves that the Board of Directors of Song Networks Holding AB is entitled and authorised to sell, at its discretion and up to the next annual general meeting, all or a larger part of the company's subsidiaries to other companies within the TDC group for a fair market value price.
The purpose of this mandate is to facilitate the intended integration of the Song Networks group into the TDC Solution business area within the TDC group.
Stockholm, November 2004 Song Networks Holding AB (publ) The Board of Directors
About Song Networks, (Stockholmsborsen: SONW) Song Networks is a leading Nordic telecom operator. Based on its own infrastructure, Song Networks offers a wide range of data communication and telephony services within Sweden, Finland, Norway and Denmark. The company possesses leading-edge expertise within data communications, and focuses on delivering IP VPN and Internet Access services to business customers. Business customers are connected at competitive prices to the Group's DSL and fiber network, which offers high capacity and the best coverage in the Nordic region. Song Networks' main competitive advantage is the ability to offer efficient and technically advanced communications solutions in combination with a personal reception and top-quality customer service. The company was founded in 1995 and has approximately 860 employees. The head office is located Stockholm and the company has 22 offices located in the Nordic region. www.songnetworks.net
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