Convening Notice to Extraordinary General Meeting in Securitas AB (publ)
Wednesday, August 30, 2006
The shareholders of Securitas AB are hereby invited to attend an Extraordinary General Meeting ("EGM") to be held at 5 p.m. CET on Monday 25 Sep¬tember 2006, in "Vinterträdgården" at the Grand Hotel, Stockholm, entry via "Royal entré", Stallgatan 6. Registration for the EGM begins at
4 p.m. CET.
A. NOTICE OF ATTENDANCE
Shareholders who wish to attend the EGM must:
(i) be recorded in the share register maintained by the Swedish Central Securities Depository ("VPC"), made as of Tuesday 19 September 2006,
(ii) notify Securitas AB of their intent to participate in the EGM at the address: Securitas AB, "Extraordinary General Meeting", P.O. Box 47021, SE-100 74 Stockholm, Sweden, by telephone +46 8 657 74 74, by telefax +46 8 657 74 85 marked "Securitas Extraordinary General Meeting" or via the company website www.securitasgroup.com/egm2006, by 4.00 p.m. CET Tuesday
19 September 2006, at the latest. On giving notice of attendance, the shareholder shall state name, personal registration number or equivalent (corporate identity number), address and telephone number. Proxy and representative of a legal person shall submit papers of authorisation prior to the EGM. As confirmation of the notification, Securitas AB will send an entry card, which should be presented at registration for the EGM.
In order to participate in the proceedings of the EGM, owners with nominee-registered shares must request their bank or broker to have their shares temporarily owner-registered with VPC. Such registration must be made as of Tuesday 19 September 2006 and the banker or broker should therefore be notified in due time before the said date.
Proposal for Agenda
1. Opening of the Meeting.
2. Election of Chairman of the Meeting.
3. Drawing up and approval of the voting list.
4. Approval of the agenda.
5. Election of one or two person(s) to approve the minutes.
6. Determination of compliance with the rules of convocation.
7. Resolution regarding the Boards' proposal on distribution of shares.
8. Closing of the Meeting.
Election of Chairman of the Meeting (paragraph 2 on the agenda)
The Nomination Committee elected by the Annual General Meeting 2006 has proposed that Melker Schörling, Chairman of the Board, shall be elected Chairman of the EGM.
Proposal on Distribution of Shares (paragraph 7 on the agenda)
The Board of Directors proposes that the EGM resolves on a dividend to the effect that all shares in (i) the wholly-owned subsidiary Securitas Direct Aktiebolag ("Direct"), and (ii) the wholly-owned subsidiary Securitas Systems AB ("Systems") are distributed to the shareholders, whereby each share in Securitas AB shall entail a right to one share in Direct and one share in Systems. Holders of a class A share shall receive one class A share in Direct and one class A share in Systems. Holders of a class B share shall receive one class B share in Direct and one class B share in Systems. Based on book values as of 31 December 2005, the proposed dividend amounts to approximately MSEK 4 135 in total. Proposed record date for entitlement to receive share dividend is Thursday 28 September 2006.
C. AVAILABLE DOCUMENTATION
The complete proposal by the Board of Directors with respect to paragraph 7 on the agenda as well as documentation in accordance with Chapter 18, Sections 4 and 6 of the Swedish Companies Act will be available at the company and on the company's website www.securitasgroup.com as from 11 September 2006, and a copy thereof will be sent to the shareholders who so request and submit their address. Said documentation will also be available at the EGM. Prospectuses, describing the Direct and the Systems groups in greater detail, have been prepared by reason of the share distribution proposal. The prospectuses are expected to be available as from 8 September 2006.
Stockholm in August 2006
the Board of Directors
SECURITAS AB (publ)
P.O. Box 12307 S-102 28 Stockholm Sweden
Tel +46 8 657 74 00 Fax +46 8 657 70 72
Visiting address Lindhagensplan 70
The press release can be downloaded from the enclosed link.