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OSSR
Össur - Agenda and Proposals for Annual Meeting 23 February 2007   16.2.2007 10:06:20
Flokkur: Hluthafafundir      Íslenska  English
OSSUR HF

OSSUR HF.  ANNUAL GENERAL MEETING 2007

HELD AT THE GRAND HOTEL, SIGTÚN, REYKJAVIK,

FRIDAY, 23 FEBRUARY 2007, AT 8:30 A.M.

AGENDA:

 

1.       The report of the Board of Directors on the activities of the Company in the preceding year.

 

2.       Submission of the annual accounts of the Company for the preceding year for confirmation.

 

3.       Decision on remuneration of the Members of the Board of Directors.

 

4.       Decision on the disposal of the net profit of the Company over the fiscal year 2006.

 

5.       Motion for amendment of section 2.01 of the Articles of Association with the effect of increasing the share capital of the Company.

 

6.       Elections to the Board of Directors pursuant to section 5.01 of the Articles of Association.

 

7.       Election of Auditors pursuant to section 7.02 of the Articles of Association.

 

8.       Proposal to grant authorisation to the Board of Directors to purchase treasury shares in the Company.

 

9.       Motion to approve Remuniration Policy in accordance with Article 79.a. of the Company Act.

 

10.   Any other business, lawfully submitted or accepted for discussion by the Meeting.

 

Proposal for remuneration to the Board of Directors of Ossur hf. for the last year of operation, submitted to the Annual General Meeting of the Company on 23 February 2007.

 

A proposal is submitted for remuneration of the Board of Directors for the past year of operation in US dollars, as follows:

 

Remuneration to the Chairman of the Board to be USD 50,000

 

Remuneration to the Vice-Chairman of the Board to be USD 30,000

 

Remuneration to other Members of the Board to be USD 20,000

 

A proposal on the disposal of the net profit of the Company, submitted to the Annual General Meeting of the Company on 23 February 2007.

 

A proposal is submitted to carry over the net profit of the Company in 2006 to the following year.

 

Nomination of an Auditor for Ossur hf. for the next year of operation, submitted to the Annual General Meeting of the Company on 23 February 2007.

 

A nomination is submitted for election of the auditing firm Deloitte hf. as Company Auditor for the next year. 

 

Motion for amendment of section 2.01 of the Articles of Association of the Company, submitted to the Annual General Meeting of the Company on 23 February 2007.

 

A motion is submitted to amend section 2.01 of the Articles of Association with the effect of increasing the share capital of the Company up to 200.000.000 shares.

 

Motion to approve Remuneration Policy in accordance with Article 79.a. of the Company Act.

 

A motion on Remuneration Policy is submitted for approval, including Compensation policy and option plan for CEO and executives.

 

Proposal to grant authorization to the Board of Directors of Ossur hf. to purchase own shares in the Company, submitted to the Annual General Meeting of the Company on 23 February 2007.

 

The Company is authorised, pursuant to the provisions of Article 55 of the Companies Act No. 2/1995, to acquire up to 10% of its own shares at a price which is no higher than 10% over and no lower than 10% under the posted average price of shares in the Company for the two weeks immediately preceding the acquisition. 

 

This authorisation is effective for the next 18 months. Earlier authorisation is withdrawn.

 


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