Notice of the Extraordinary General Meeting
The Shareholders of Tele AB (publ) are hereby notified that the
Extraordinary General Meeting will be held on Wednesday 28 November 2001
at 09.00 a.m. at Gamla Stans Bryggerier, Tullhus 2 at Skeppsbron in
Shareholders wishing to attend the EGM shall:
* be registered in the shareholders' register held by the Swedish
Securities Register Centre, VPC AB ("VPC"), by Friday 16 November 2001,
* notify the company of their intention to attend by Friday 23
November 2001 at 1 p.m. This notification may be sent by post to Tele2
AB, Box 2094, SE-103 13 Stockholm, or e-mailed to:
email@example.com. It may also be made by phone on +46 8 562
000 60. Shareholders should specify their name, address, telephone
number and civic or corporate ID number, as well as their registered
shareholding and the number of assistants accompanying them. Postal
applications should be marked "Bolagstämma/EGM"
Shareholders whose shares are held in trust must, in order to be
entitled to attend the EGM, temporarily have their shares re-registered
in their own names. Such temporary registration, so-called voting right
registration, must be effected at VPC AB no later than 16 November 2001.
This means that shareholders must inform their trustees well ahead of
Shareholders' representatives or representatives of legal entities are
requested to submit the requisite authorisation documents to the company
prior to the meeting.
Matters to be discussed at the Extraordinary General Meeting
1. Election of the chairman for the meeting.
2. Preparation and approval of the list of shareholders entitled to
vote at the meeting.
3. Approval of the agenda proposed by the Board of Directors.
4. Election of one or two persons to verify the minutes.
5. Determination of whether the meeting has been duly convened.
6. The Board's proposal for decision on new share issue (see below)
7. Closing of the meeting.
The Board's resolution proposal
The Board of Directors believes it to be advantageous for the company to
acquire all shares in FORA Telecom B.V., a company owned by Millicom
International Cellular S.A. and operating in Russia through
approximately 23 subsidiaries, and to pay the purchase sum of US$ 80
million fully or in part through the company's own shares.
In the light of this the Board proposes that the Extraordinary General
Meeting resolve to increase the company's share capital through a non-
cash issue of B-shares whereby shares in FORA Telecom B.V. are brought
to the company as capital contributed in kind. The shareholders of FORA
Telecom B.V. shall subscribe for all new issued shares. The issue price
per share shall be decided with regard to the share price of B-shares in
Tele2. If the full payment is paid with the company's shares, the
dilution will be approximately 1.7 percent, based on the closing share
price of the Tele2 B-share on November 9 2001.
Should FORA Telecom B.V. acquire additional GSM-licenses within six
months, an additional payment not exceeding US$30 million will be paid.
The Board of Directors' complete proposal, as well as documents relating
to chapters 4, 4 § and 6 § of the Swedish Companies Act, will be
prepared and made available to shareholders at the company's offices at
Skeppsbron 18 in Stockholm, Sweden or sent to shareholders on request
and on provision of their mailing address, no later than one week prior
the Extraordinary General Meeting.
Stockholm, November 2001
The Board of Directors
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