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Profilgruppen — AGM Information 2011
Mar 31, 2011
3191_rns_2011-03-31_1cf8731d-1eef-4b41-ae8e-e17602c616f3.pdf
AGM Information
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Press release Åseda, 31 March 2011
Press release from the Annual General Meeting of ProfilGruppen AB (publ.)
- * The dividend for the 2010 financial year was set at SEK 1.50 per share (SEK 0.00).
- * Eva Färnstrand (Chairman of the Board), Mats Egeholm, Ulf Granstrand, Susanna Hilleskog and Kjell Svensson were re-elected to the Board.
- * The Board was granted authority to make decisions on new share issues with the purpose to finance possible acquisitions.
Contacts for information:
Claes Seldeby, President and CEO, mobile: +46 (0)73 230 05 70 E-mail: [email protected]
Peter Schön, CFO, mobile: +46 (0)70 339 89 99 E-mail: [email protected]
This information is published in accordance with applicable laws, listing agreements and regulations. The information was submitted to the media for publication at 19.30 on 31 March 2011.
Press release Åseda, 31 March 2011
Press release from the Annual General Meeting of ProfilGruppen AB (publ.)
Around 130 shareholders and guests attended this year's Annual General Meeting in Åseda.
The Company's new CEO, Claes Seldeby, gave a speech at the meeting. He talked about his impressions after four months in the company and about the new organisation. After that he described the general strategy and plans for future development of the company. Claes also reviewed the quality- and productivity work done during the past year. CFO Peter Schön focused on financial information regarding the past year.
Decisions of the Annual General Meeting
Dividend of SEK 1.50 per share
The Annual General Meeting approved the decision to pay a dividend for 2010 as per the Board's proposal, i.e. a dividend of SEK 1.50 per share. The cut-off date is Tuesday 5 April 2011. The dividend is expected to be paid out by Euroclear Sweden AB on Friday, 8 April 2011.
Election of the Board
The following Board members were re-elected; Eva Färnstrand, Mats Egeholm, Ulf Granstrand, Susanna Hilleskog and Kjell Svensson. Eva Färnstrand was elected Chairman of the Board.
Fees
The Annual General Meeting decided on fees for Board members; to the Chairman SEK 315,000 and to other Board Members elected in the meeting not employed by the company SEK 140,000 each. In addition, extra fee for the Board´s audit committee chairman SEK 50,000; for members of the Board´s audit committee SEK 25,000; for the Board´s remuneration committee chairman SEK 50,000; for members of the Board´s remuneration committee SEK 25,000. Fees to Board members and deputies elected by the employees, SEK 14,800 each.
Remuneration for auditors was decided in accordance with approved invoices.
Election of auditors
Ernst & Young AB was re-elected as auditors.
Authorisation for the Board to decide on new share issues for financing possible acquisitions
The Annual General Meeting granted the Board authorisation, during the period until the next Annual General Meeting, on one or more occasions, with or without preferential rights for the shareholders, to make decisions regarding new issues of maximum 400,000 shares, corresponding to in total approximately eight percent of the share capital. The decision on new issue may contain conditions stating that the shares issued may be paid by issue in kind, offsetting or otherwise under conditions in accordance to the Swedish Companies Act 13 chapter 5§ first paragraph 6. The Board is authorised also to decide on the other terms of a new issue of shares.
The reason for the authorisation is to enable financing of acquisitions of companies or shares of companies and/or assets, which the Board assesses to be of value to the ProfilGruppen's activities, through issue of shares.
Election of the nomination committee
The Annual General Meeting elected a nomination committee with responsibility to prepare to the Annual General Meeting in 2012, or when required, decisions in election and remuneration issues etc. The meeting reelected Lars Johansson, Torgny Prior (Prior & Nilsson Fond och Kapitalförvaltning AB), Gunnel Smedstad and Eva Färnstrand, Chairman of the Board of ProfilGruppen. Bengt Stillström was elected. Lars Johansson was elected Chairman of the nomination committee.
The meeting decided on fees to the nomination committee in the amount of SEK 100,000 to be distributed among the members of the nomination committee.
The term for the nomination committee covers the period until a new nomination committee has been appointed. In case a member of the nomination committee resigns or becomes unable to fulfill his/her duty, the remaining members shall nominate a suitable substitute for the nomination committee, if they deem it is necessary.
Changes in the articles of association
The AGM decided to change the articles of association in order to make it possible to use the facilitated notice procedure as stipulated in the Swedish Companies Act.
Principles for remuneration for senior executives
The AGM decided on principles for remuneration for senior executives according to the proposal of the Board. No essential changes of the principles compared to last year was decided.
Minutes from the meeting
The verified minutes from the meeting will be available in Swedish at the company from 6 April 2011.
Financial information
The interim report for the first quarter will be submitted on 26 April 2011. Dates for the release of financial information are available on the Group's website, www.profilgruppen.se
Åseda, 31 March 2011
Board of ProfilGruppen AB (publ.) Corporate ID no. 556277-8943