Welcome to TeliaSonera's Annual General Meeting 2015 3 March 2015
The annual general meeting of TeliaSonera AB (publ) will be held on Wednesday, April 8, 2015 at 2.00 pm CET at Stockholm Waterfront Congress Centre, Nils Ericsons plan 4, Stockholm. Registration for the meeting starts at 1.00 pm CET. Coffee will be served before the meeting starts. The meeting will be interpreted into English.
Right to attend Those wishing to attend the meeting must
be entered as a shareholder in the share register kept by the Swedish central securities depository Euroclear Sweden AB on Tuesday, March 31, 2015, and
give notice of attendance to the Company no later than on Tuesday, March 31, 2015.
Notice to the Company Notice of attendance can be given
in writing to TeliaSonera AB, PO Box 7842, SE-103 98 Stockholm, Sweden,
by telephone 46-8-402 90 50 on weekdays between 9.00 am and 4.00 pm CET, or
on the Company's website www.teliasonera.com (only private individuals).
When giving notice of attendance, please state name/company name, social security number/ corporate registration number, address, telephone number (office hours) and, where relevant, number of accompanying persons.
Shareholding in the name of a nominee To be entitled to participate in the meeting, shareholders whose shares are registered in the name of a nominee must register the shares in their own name with the help of the nominee, so that the shareholder is entered in the share register kept by Euroclear Sweden AB on Tuesday, March 31, 2015. This registration may be made temporarily. Shareholders are requested to inform the nominee to that effect well before that day.
Since the Finnish shareholders that are registered within the Finnish book-entry system at Euroclear Finland Oy are nominee registered at Euroclear Sweden AB, those Finnish share holders wishing to participate in the meeting must contact Euroclear Finland Oy by e-mail at thy@euroclear.eu or by phone at 358 (0)20 770 6609, for registration of their shares in their own name well in advance of Tuesday, March 31, 2015.
Proxies Shareholders represented by a proxy must issue a proxy form for the representative. A template proxy form is available on the Company's website www.teliasonera.com. A proxy form issued by a legal entity must be accompanied by a copy of the certificate of registration (or, if no certificate exists, a corresponding document of authority) for the legal entity. To facilitate registration at the meeting, proxy forms, certificates of registration and other documents of authority should be submitted to the Company at the address above no later than on Tuesday, March 31, 2015.
Other information Marie Ehrling's and Johan Dennelind's speeches at the meeting will be posted on the Company's website www.teliasonera.com after the meeting.
The total number of shares and votes in the Company is 4,330,084,781 at the date this notice is issued. At the same date, the Company does not own any treasury shares.
At the request of any shareholder, the Board of Directors and the CEO shall provide information at the meeting on any circumstances that (i) may affect the assessment of a matter on the agenda, (ii) may affect the assessment of the Company's or a subsidiary's financial situation or (iii) concerns the Company's relation to another group company, provided that the Board of Directors believes it would not be of significant detriment to the Company.
Agenda Opening of the meeting
Election of chair of the meeting
Preparation and approval of voting register
Adoption of agenda
Election of two persons to check the minutes of the meeting together with the chair
Determination of whether the meeting has been duly convened
Presentation of the Annual Report and the auditor's report, the consolidated financial statements and the auditor's report on the consolidated financial statements for 2014. A description by the chair of the Board of Directors Marie Ehrling of the work of the Board of Directors during 2014 and a speech by President and CEO Johan Dennelind in connection herewith
Resolution to adopt the income statement, the balance sheet, the consolidated income statement and the consolidated balance sheet for 2014
Resolution on appropriation of the Company's profit as shown on the adopted balance sheet and setting of record date for the dividend
Resolution on discharge of the directors and the CEO from personal liability towards the Company for the administration of the Company in 2014
Resolution on number of directors and alternate directors to be elected at the meeting
Resolution on remuneration payable to the directors
Election of directors and any alternate directors
Election of chair and vice-chair of the Board of Directors
Resolution on number of auditors and deputy auditors
Resolution on remuneration payable to the auditor
Election of auditor and any deputy auditors
Election of Nomination Committee and resolution on instruction for the Nomination Committee
Resolution on principles for remuneration to Group Executive Management
Resolution authorizing the Board of Directors to decide on acquisition of the Company's own shares
Resolution on
(a) implementation of a long-term incentive program 2015/2018 and
(b) hedging arrangements for the program
Resolution on proposal from shareholder Thorwald Arvidsson about publication of Norton Rose Fulbright s report
Resolution on proposal from shareholder Thorwald Arvidsson regarding
(a) Special investigation of the Companys non-European business, both in terms of legal, ethical and economic aspects
(b) Instruction to the Board of Directors to take necessary action to if possible - create a serious shareholders' association in the Company , and
(c) Instruction to the Board of Directors to prepare a proposal, to be referred
