Full Press Release Details
- Translated from French -
Soci t Anonyme with a share capital of Euros 2,951,947
Parc Club du Moulin Vent
33, avenue du Docteur Georges L vy
69693 VENISSIEUX (France)
379 001 530 R.C.S. LYON
NOTICE OF A COMBINED ORDINARY AND EXTRAORDINARY GENERAL
MEETING OF SHAREHOLDERS
Ladies and Gentlemen,
You are cordially invited to attend the Combined Ordinary and Extraordinary General Meeting (the
Meeting ) of the shareholders of FLAMEL TECHNOLOGIES (the Company ) which will be held on June
24, 2009 at 9:00 a.m. (French time) at the registered office of the Company, with the following
Resolutions within the competence of the ordinary general shareholders meeting
1. Approval of Statutory Accounts for year ended December 31, 2008.
2. Allocation of results to retained earnings.
3. Renewal of Mr. Elie Vannier as Director.
4. Renewal of Mr. Frederic Lemoine as Director.
5. Renewal of Mr. Lodewijk J.R. De Vink as Director.
6. Renewal of Mr. John L. Vogelstein as Director.
7. Renewal of Mr. Frank Fildes as Director.
8. Renewal of Mr. Stephen H. Willard as Director.
9. Determination of the annual amount of Directors attendance fees.
10. Approval of agreements referred to in article L. 225-38 et seq. of the Commercial Code.
- Translated from French -
Resolutions within the competence of the extraordinary general shareholders meeting
11. Authorization to be granted to the Board of Directors with a view to allocation of two
hundred thousand (200,000) shares at no cost ( free shares ) and taking note of the
resulting capital increases.
12. Authorization to be granted to the Board of Directors for issue of a maximum number of
two hundred fifty thousand (250,000) stock warrants (BSA) reserved for a category of
persons consisting of the company s directors who are neither authorized agents nor
employees of the company, but including the Chairman of the Board of Directors;
authorization to be granted to the Board of Directors for carrying out the resulting
13. Authorization to be granted to the Board of Directors for increasing the share capital
by issues of shares reserved for the members of a company saving plan established in
application of Articles L.3332-18 et seq. of the Labour Code.
14. Powers for formalities.
ON BEHALF OF THE BOARD OF DIRECTORS