The Annual Report

WI hl B O R G S F A STIG H E T E R A B - A NNU Wihlborgs Fastigheter AB al REPORT 2008 The Annual Report 2 0 0 8 January–December Adresses Malmö - Head office Helsingborg Lund Danmark Wihlborgs Fastigheter AB Wihlborgs Fastigheter AB Wihlborgs Fastigheter AB Wihlborgs A/S www.wihlborgs.se Box 97 Garnisonsgatan 25 A Ideon Science Park Ellekær 6, opgang C [email protected] 201 20 Malmö 254 66 Helsingborg Scheelevägen 17 DK-2730 Herlev, Board registered Visitors: Dockplatsen 16 Tel.: +46 42 490 46 00 223 70 Lund Denmark office: Malmö Tel.: +46 40 690 57 00 Fax: +46 42 490 46 01 Tel.: +46 46 286 85 00 Tel.: +45 396 161 57 Corporate identity Fax: +46 40 690 57 01 Fax: +46 46 18 40 96 Fax: +45 396 161 58 number: 556367-0230 Invitation to the Annual General Meeting articles of association ■ Articles of Association of Wihlborgs Fastigheter AB (publ), Corporate Identity number: 556367-0230 The Annual General Meeting of Wihlborgs Fastigheter AB (publ) will take place at 17 p.m. on Thursday 23 April 2009 at Slagthuset, Jörgen Kocksgatan 7A, Malmö. Shareholders wishing to attend the meeting must be included in the register of shareholders maintained by Euroclear Sweden AB (former VPC AB) by 17 April 2009 at the latest, and must also § 1 Registered name of the Company is Wihlborgs the Managing Director from personal liability. send notification of their participation by letter to Wihlborgs Fastigheter AB, Box 97, 201 Fastigheter AB, which is a public company (publ). d) the record date for the payment of dividends. 20 Malmö, or by e-mail to [email protected] or phone on § 2 The object of the Company’s operations is to 8. Resolution of the number of members of the +46 40 690 57 70 or fax on +46 40 23 45 52. acquire, manage, develop and sell properties, Board and, where applicable, the number of Notification must reach Wihlborgs by 4 p.m. on Friday 17 April 200. The notification primarily in the Öresund region, and conduct auditors and deputy auditors. must state the shareholders’ name, civic registration number/corporate identity number, associated operations. 9. Determination of the fees to be paid to the address, telephone number and number of shares owned. Shareholder with nominee-re- Board members and, where applicable, the auditors. gistered shares in order to participate must re-register their shares in their own name with § 3 The registered office of the Board of Directors 10. Election of the Board members. Euroclear Sweden AB. A request for such re-registration must be made in good time before shall be Malmö, Sweden. 11. When required, election of the auditors and Friday 17 April 2008. § 4 The Company’s share capital shall amount to not deputy auditors. less than SEK 155,000,000 kronor and not more 12. Election of the Nomination committee. than SEK 620,000,000 kronor. 13. Other business that must be addressed by the § 5 The number of share shall not be less than Meeting in accordance with the Annual 15,500,000 and not more than 62,000,000. Accounts Act or the Articles of Association. § 10 Notice of a General Meeting of Shareholders shall § 6 The Board of Directors shall consist of not fewer be made in the form of an advertisement in the than four and not more than eight members. Wihlborgs is the leading property company in the Öresund Official Gazette (Post- och Inrikes Tidningar) and § 7 Of the Company’s auditors, at least the auditor and region. The properties’ book value totals SEK 13.6 billion with a in Svenska Dagbladet and in Sydsvenska Dagbladet the deputy auditor must be Authorised Public or in another daily newspaper published in Skåne. lettable area of 1.3 million sq.m. and an annual rental value of Accountants. Instead of an auditor, the Annual If publication of Svenska Dagbladet ceases, notifica- NING SEK 1.3 billion. General Meeting may elect one or two authorised tions will be effected through an announcement in D accounting firms, whereby no deputy auditors need the Swedish Official Gazette and Dagens Industri. Wihlborgs shares are listad on the Stockholm Stock to be elected. Notice of the Annual General Meeting and of Exchange, Mid cap segment. GSOR § 8 The Company’s fiscal year shall consist of the Extraordinariy General Meetings convened to la calendar year. address amendments to the Articles of Association shall be issued not earlier than six weeks and not BO § 9 The Annual General Meeting shall be held in later than four weeks prior to the Meeting. Notice Malmö. The following items of business shall be of other General Meetings shall be issued not earli addressed at the Annual General Meeting: 81 er than six weeks and not later than two weeks pri 1. Election of Chairman of the Meeting. or to the Meeting. 2. Preparation and approval of the list of share- § 11 To be entitled to participate in the business of a holders entitled to vote at the meeting. General Meeting, shareholders must be included in 3. Election for one or two minute-checkers. the share register confirming conditions five days Financial information 2009 4. Approval of the agenda. prior to the Meeting and must notify the Company Interim report January–March: 23 April 5. Determination of whether the Meeting has been of their intention to attend the Meeting and be Interim report January–June: 8 July duly convened. accompanied by a maximum of two assistants not Interim report January–September: 29 October 6. Presentation of the annual report and the later than 4 p.m. on the day stipulated in the auditors’ report an, if applicable, of the consoli- Notice of a General Meeting. This day must not be dated financial accounts. a Sunday, a public holiday, a Saturday, Midsummer’s 7. Motions concerning Eve, Christmas Eve or New Year’s Eve and must not a) the adoption of the income statement and be more than the five weekdays before the Meeting. balance sheet and, if applicable, of the consoli- § 12 The company’s shares will be recorded in a control dated income statement and consolidated register pursuant to the Swedish Financial Instru- balance sheet. ments Act (1998:1479). b) the disposition to be made of the Company’s profits or losses as shown in invitation the balance sheet adopted by the Meeting. ÖMÄ LJ RK I T c) the discharge of the members of the Board and M Production: Wihlborgs in collaboration with Pennan AB, Lund 2009. 341 T 115 R K Y C K S A Photographs: Lars Strandberg, Joachim Karlsson, Johan Windh, Marcus Carlsson, Ola Hansson, Stefan Larsson och Martin Palvén. Print: Markaryds Grafiska AB. WIHLBORGS ANNUAL REPORT 2008 The year in summary ■ Rental income increased by 13 per cent to SEK 1,168 million (1,035) ■ Net operating income increased by 15 per cent to SEK 832 million (723) ■ Profit from ongoing property management before tax increased to SEK 450 million (444) ■ Changes in value of properties and derivatives amounted to SEK -637 million (1,058) ■ The result of the year was SEK -49 million (1,114) and earnings per share were SEK -1,32 (29,08) ■ New lease agreements amounts to SEK 138 million (111), of which SEK 43 million (14) were signed during the fourth quarter ■ The Board proposes a dividend of SEK 6,50 (6,25) per share Key ratios1 2008 2007 Rental income, SEKm 1,168 1,035 Net operating income, SEKm 832 723 Profit after financial items, SEKm -187 1,502 Return on equity, % -1.2 27.9 Equity/assets ratio, % 29.4 32.6 Interest coverage ratio, multiple 2.2 2.7 Earnings per share, SEK -1,32 29,08 Cash flow from operations before change in working capital, per share, SEK 11,99 11,36 Dividend per share, SEK2 6,50 6,25 1. For definitions, see page 80. 2. This refers to the Board of Directors proposal of dividend for 2008. Contents 1 The year in summary 34 Projects and development FINANCIal reportS 70 Signing of the Annual 2 CEO’s review 36 Valuation principles 53 Profit and loss account Report 4 History 38 List of property acquisitions 54 Balance sheet 71 Audit Report 5 Operations and sales 56 Changes in equity 72 Corporate Governance Report 6 Organisation and employees 40 List of properties 57 Cash flow statements 80 Five-year summary and 8 The environment 48 Risk factors and Tax 58 Accounting principles situation definitions 12 The share 63 Notes 50 Administration Report 81 Articles of Association 14 Market overview 17 Property portfolio gödecke frakt & trailer sita scalado 22 24 ab 28 30 skånes dansteater 32 26 com 2008 WIhlborgS ÅRSredovISNING skattemyndigheten hem ceo OUR EMPLOYEES HAVE DONE A FANTASTIC JOB which is evident from strong lea- sing with newly-signed contracts amounting to SEK 138 million. This, together with project development, has increased our lease income by 13 per cent to SEK 1,168 million as well as increasing our operating surplus by 15 per cent to SEK 832 million. This balances increased financing costs as a consequence of increasing interest rates during the first ten months of the year. Seen overall, the result for current management was SEK 450 million, in other words somewhat higher than 2007. I consider this to be good growth bearing in mind the turbulence of 2008. The Stockholm stock exchange’s development during 2008 has not been some cheerful reading. But it is my opinion that we have done a lot better than many others.

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