Birkeroed, 2012-03-23 10:00 CET (GLOBE NEWSWIRE) --
Announcement No. 2-2012
To: NASDAQ OMX Copenhagen A/S
Notice of the annual general meeting of Netop Solutions A/S
Pursuant to article 5 of the articles of association, notice is hereby given that the annual general meeting of Netop Solutions A/S will be held on 17 April 2012, at 10.00 am, at the Company’s offices at Bregnerødvej 127, DK-3460 Birkerød, Denmark.
The agenda is as follows:
- Report of the Board of Directors on the Company’s activities during the past year.
- Presentation of the audited annual report for approval.
- The Board of Directors’ proposal for the application of profit or treatment of loss in accordance with the annual report as approved.
-
Election of members to the Board of Directors.
The Board of Directors proposes that current directors Ib kunøe, Jan Elbæk, Henning Hansen and Torben Frigaard Rasmussen all be re-elected. -
Appointment of auditors.
The Board of Directors proposes that Deloitte Statsautoriseret Revisionspartnerselskab (CVR No. 33 96 35 56) be re-appointed as the Company’s auditors. - Proposals, if any, from the Board of Directors or shareholders.
- Any other business.
Majority requirements
Adoption of the proposed resolutions in items 3, 4 and 5 of the agenda requires a simple majority of votes pursuant to article 11(1) of the articles of association and section 105 of the Danish Companies Act.
Record date:
The record date is 10 April 2012 at 11.59 p.m.
Only shareholders holding shares in the Company at the end of the record date will be entitled to attend and vote at the general meeting. The number of shares held by each shareholder at the record date will be determined on the basis of shareholding entries in the register of shareholders and any notifications of ownership received by the Company for entry into the register of shareholders, but which have not yet been registered in the register of shareholders. Attendance is also subject to the shareholder having obtained an admission card as described below.
Procedures for attending and voting at the general meeting of the Company:
Request for admission card:
Shareholders who have registered for the general meeting not later than at 11.59 pm on 12 April 2012 will be eligible to attend. Registration can be done electronically through the website of VP Investor Services A/S: www.vp.dk/gf or through the Company's website: www.netop.com/investor. Alternatively, admission cards may be requested by contacting VP Investor Services A/S by telephone +45 43 58 88 91 or fax +45 43 58 88 67.
Nomination of proxy:
Proxy may be submitted electronically until 12 April 2012 either through the VP Investor Services website, www.vp.dk/gf, or through www.netop.com/investor using Nem-ID or VP-ID and VP code. Alternatively, a proxy form can be downloaded from www.netop.com/investor, printed and submitted within the same deadline by fax to +45 43 58 88 67 or by ordinary mail to VP Investor Services, Weidekampsgade 14, DK-2300 Copenhagen S, Denmark or by e-mail to vpinvestor@vp.dk. Provided that admission cards have been ordered in due time, proxies may be nominated up until 17 April 2012 at 9.00 a.m.
Voting by correspondence:
Votes may be submitted electronically either through the VP Investor Services website, www.vp.dk/gf, or through www.netop.com/investor using Nem-ID or VP-ID and VP code. Shareholders may also vote by correspondence, which must be received by VP Investor Services not later than 16 April 2012 at 11.59 p.m. Voting papers can be downloaded from www.netop.com/investor, printed and submitted within the same deadline by fax to +45 43 58 88 67 or by ordinary mail to VP Investor Services, Weidekampsgade 14, DK-2300 Copenhagen S or by e-mail to vpinvestor@vp.dk. Votes received by correspondence cannot be withdrawn.
Other:
Shareholders may submit written questions to the Company concerning the agenda.
Shareholders may exercise their financial rights through Danske Bank A/S, which has been appointed custodian bank by the Company.
Information from the Company
The following information will be available for the shareholders on the Company's website www.netop.com under Investor Relations as from 27 March 2012:
• The notice of the general meeting;
• The total number of shares and voting rights at the date of the notice, including the total number for each class of shares if the Company’s share capital is divided into two or more classes of shares;
• The documents to be presented at the general meeting, including the audited annual report 2011;
• The agenda and the full proposals;
• Forms to be used for voting by proxy or by correspondence, unless these forms have been sent directly to the shareholders. If they are not made available on the Internet, the Company shall state on its website how these forms may be obtained in hard copy.
The agenda with full proposals and the audited annual report for 2011 will be available for inspection by the shareholders at the Company’s offices at Bregnerødvej 127, DK-3460 Birkerød, from 27 March 2012.
At the date of this notice of the general meeting, the share capital of Netop Solutions A/S amounted to a nominal value of DKK 31,951,020 corresponding to 6,390,204 shares with a nominal value of DKK 5 each. Each share with a nominal amount of DKK 5 carries one vote.
Birkerød, 23 March 2012
The Board of Directors of Netop Solutions A/S
Full proposals submitted for consideration at the annual general meeting of Netop Solutions A/S
to be held on Tuesday, 17 April 2012, at 10:00 a.m.
Re 3: The Board of Directors proposes that no dividend be paid to the shareholders.
Re 4: The Board of Directors proposes that current directors Ib kunøe, Jan Elbæk, Henning Hansen and Torben Frigaard Rasmussen all be re-elected.
Re 5: The Board of Directors proposes that Deloitte Statsautoriseret Revisionspartnerselskab (CVR No. 33 96 35 56) be re-appointed as the Company’s auditors.
At the date of this notice of the general meeting, the share capital of Netop Solutions A/S amounted to a nominal value of DKK 31,951,020 corresponding to 6,390,204 shares with a nominal value of DKK 5 each. Each share with a nominal amount of DKK 5 carries one vote.
The bank appointed by the Company through which shareholders may exercise their financial rights is Danske Bank.
Birkerød, 23 March 2012
The Board of Directors of Netop Solutions A/S
Netop Solutions A/S
Netop develops and sells software solutions enabling swift, stable and secure transfer of video, screen images, sound and data between two or more computers. The company has three core business areas: Secure Remote Control, Classroom Management and Live Chat. Netop Remote Control is the most scalable and secure solution available on the remote control market today and more than half of the Fortune 100 companies apply this unique solution. Companies all over the world use Netop Remote Control to cut their support costs and comply with tough security requirements. Netop Solution’s market-leading classroom management solutions for digital classroom management help students and teachers in 75 countries achieve results through virtual teaching. Greater efficiency and higher grades are but some of the results. Netop Live Guide, Netop's live chat solution, is a unique chat solution that enables businesses to offer better customer service, enhance their efficiency and sales and convert online visitors into customers. Netop has about 130 employees and subsidiaries in the USA, the UK, Romania, China and Switzerland. The company sells its solutions to public and private sector customers in more than 80 countries. Netop Solutions A/S is listed on NASDAQ OMX Copenhagen. Netop generated revenue of DKK 88.3 million in 2011. For more information, go to www.netop.com.
Translation In the event of any inconsistency between this document and the Danish language version, the Danish language version shall be the governing version.
Kurt Bager (CEO)
Tel: +45 45 90 25 25
E-mail:kgb@netop.com
