Agenda

 

At the Annual General Meeting on 21 April 2009, the Board of Directors proposed the adoption of the amendment to the Articles of Association set out below. The proposal for an amendment to the Articles of Association was carried by two thirds of the votes cast as well as of the voting stock represented at the meeting.

 

However, as the share capital represented at the Annual General Meeting accounted for less than two thirds of the total share capital, a new general meeting is hereby convened at which the proposal may be finally adopted by two thirds of the votes cast regardless of the size of the share capital represented at the meeting, see article 12(7) of the Articles of Association.

 

 

(i) Proposal from the Board of Directors concerning an amendment to art. 4(1) of the Articles of Association

 

 

Re item (i) of the agenda:

 

Proposal from the Board of Directors for a change in the wording of art. 4(1) of the Articles of Association into the following:

 

  "The share capital of the company amounts to DKK 140,301,800. The share capital

 is divided into shares of DKK 20 or multiples thereof. The shares are listed on

 NASDAQ OMX Copen­hagen A/S and are issued through VP Securi­ties A/S".

 

The proposal is reflective of the official name change made by OMX Nordic

Exchange Copenhagen and VP Securities Services.

 

The general meeting authorises the Chairman of the meeting to notify the resolution to the Danish Commerce and Companies Agency and to effect any changes in the resolution made, in the minutes of the AGM and in the draft amendments, as well as any other changes as may be required for the resolution made by the general meeting to be accepted for registration by the Commerce and Companies Agency.

 

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Not later than eight days before the general meeting the agenda and the full text of the proposals will be made available for inspection by shareholders at the company's head office and on the company's website at www.hartmann-packaging.com. The above materials will also be sent upon request to shareholders on the company's register of shareholders. 

Admission cards for the general meeting, and proxy forms for use by shareholders prevented from attending the general meeting in person, are available from the Group's head office or VP Investor Services A/S (tel.: +45 43 58 88 91) all weekdays except Saturday from 9.00 am until 4.00 pm on proof of identity as shareholder according to the procedure described in art. 12(2) of the Articles of Association. Applications for admission cards may be filed up to and including Friday, 15 May 2009 at 4pm. Filled-in proxies must be returned to VP Investor Services A/S not later than on Friday, 15 May 2009 at 4pm on fax no. +45 43 58 88 67. It is also possible to obtain admission cards and issue proxies via the Internet, either on the website of Brødrene Hartmann A/S at www.hartmann-packaging.com or on the website of VP Investor Services A/S at www.vp.dk/gf not later than on 15 May 2009 at 4pm. However, for shares acquired by assignment the right to vote is conditional upon registration in the register of shareholders having been effected prior to the issuance of this convening notice, cf. art. 12(3) of the Articles of Association. Please note that the issuance of an electronic proxy requires access to a netbank or an identity as VP user and a VP code. 

 

Valid proxies issued for the AGM held on 21 April 2009 will also be valid for the extraordinary general meeting to be held on 19 May 2009.

 

Pursuant to s. 73(5) of the Danish Companies Act, it should be noted that the share capital of Brødrene Hartmann A/S represents a nominal value of DKK 140,301,800, and that each share of DKK 20 conveys 1 vote upon its holder at the general meeting. The issue of shares is handled by Danske Bank A/S through which shareholders may exercise their financial rights. 

 

 

Gentofte, 28 April 2009

 

The Board of Directors of Brødrene Hartmann A/S