Statement of the Board
Statement of the Board of Directors in accordance with chapter 19, §22 of the Swedish Companies Act on the proposed authorisation to acquire the Company’s own shares
The operations of Nolato AB
Nolato AB, through its subsidiaries, is a global high-tech developer and manufacturer of polymer components and product systems for leading customers working within fields such as medical technology, pharmaceuticals, hygiene, telecommunications, the automotive industry, white goods, gardening/forestry, construction and furniture. The nature and scope of operations, which are described in the 2008 Annual Report, do not involve any risks other than those which arise or can be expected to arise within the industry or those risks which are generally associated with industrial operations. In terms of the financial position of the Company and the Group, reference is made to the 2008 Annual Report. No additional events have occurred which have significantly affected the Company’s financial position.
Acquisition of the Company’s own shares
The Board proposes that the Annual Meeting should authorise the Board to acquire the Company’s own B shares up until the time of the next Annual Meeting, up to a maximum of 10 percent of all the Company’s issued shares.
Justification for the proposal
The 2008 Annual Report reports unrestricted equity. The proposal for the distribution of profit is presented in a separate document. Even after the proposed distribution of profit, a portion of the remaining equity will be available for buying back shares, with the remaining portion being in reasonable proportion to the scope of operations carried out by the Company and the Group. Future investments or other capital requirements which would require the requisitioning of unrestricted equity cannot be foreseen.
With regard to the above and that which has otherwise come to the attention of the Board, and after a comprehensive assessment of the financial position of the Company and the Group, the Board is of the opinion that the proposal to authorise the acquisition of the Company’s own shares is justified. The provisions of chapter 17, §3 of the Swedish Companies Act (the principle of prudence) on the requirements placed by the nature, scope and risks of operations on the amount of shareholder’s equity for the Company and the Group, along with the consolidation requirements, liquidity and general position of the Company and the Group, have been taken into account in making this assessment.
The Board notes that, on exercising such authorisation, there is an obligation to re-assess the suitability of acquiring the Company’s own shares based on the provisions of chapter 17, §3 of the Swedish Companies Act.
