Resolutions taken at the 2016 Annual General Meeting of Mekonomen Aktiebolag
12 April 2016 18:00
- Dividend to shareholders of SEK 7 per share.
- Kenneth Bengtsson, Caroline Berg, Kenny Bräck, Malin Persson, Helena Skåntorp and Christer Åberg were re-elected Board members. Mia Brunell Livfors was elected as a new Board member.
- Resolution to allow workshop managers in wholly owned subsidiaries to acquire shares in individual workshop companies and thus become partners.
- Resolution authorizing the Board of Directors to, on one or more occasions, with or without preferential rights for shareholders, make decisions concerning the issue of a maximum of 3,590,149 new shares during the period until the next Annual General Meeting (AGM).
Profit and loss account, balance sheet and discharge from liability
The AGM adopted the profit and loss account and the balance sheet, the consolidated profit and loss account and the consolidated balance sheet for the 2015 financial year.
The AGM granted the board members and the CEO discharge from liability for the 2015 financial year.
Dividend
In accordance with the Board of Directors’ proposal, the AGM resolved to pay SEK 7 per share to shareholders. The record date for the dividend is 14 April 2016. Payment of the dividend, through Euroclear Sweden AB, is scheduled for 19 April 2016.
Election of the Board of Directors and auditors
In accordance with the proposal by the Nomination Committee, the AGM resolved that the number of Board members will be unchanged at seven ordinary members. Subsequently, the AGM approved the re-election of Kenneth Bengtsson, Caroline Berg, Kenny Bräck, Malin Persson, Helena Skåntorp and Christer Åberg. The AGM elected Mia Brunell Livfors as a new Board member. Kenneth Bengtsson was re-elected Chairman of the Board.
Mia Brunell Livfors (b. 1965) is since 2015 the President and CEO of Axel Johnson Aktiebolag. Mia Brunell Livfors was between 2006 – 2014 the President and CEO of Investment AB Kinnevik and before that she was, inter alia, CFO of Modern Times Group MTG. Mia Brunell Livfors is currently, inter alia, chairman of Axstores AB and Axfood Aktiebolag (publ) and director of Martin & Servera Aktiebolag, Axel Johnson International Aktiebolag, Stena Aktiebolag and Efva Attling Stockholm Aktiebolag.
In accordance with the proposal by the Nomination Committee, the registered audit firm
PricewaterhouseCoopers AB was re-elected as the company’s auditors.
The authorized public accountant Lennart Danielsson has been appointed auditor in charge.
Fees for the Board of Directors and auditors
The AGM resolved, in accordance with the proposal by the Nomination Committee, that fees of SEK 550,000 (400,000) will be paid to the Chairman, SEK 310,000 (310,000) to the Deputy Chairman and SEK 270,000 (260,000) to each of the remaining elected Board members. Furthermore SEK 60,000 (60,000) will be paid to the chairman of the Audit Committee, SEK 35,000 (35,000) to each of the other members of the Audit Committee, SEK 35,000 (35,000) to the chairman of the Remuneration Committee and SEK 25,000 (25,000) to each of the other members of the Remuneration Committee.
The AGM resolved that fees to the auditor will be paid according to approved invoicing.
Guidelines for the Nomination Committee’s composition
The guidelines for the Nominating Committee's composition were adopted in accordance with the Nominating Committee's recommendation.
Adoption of principles for remuneration of company management
The AGM adopted principles for remuneration of company management, in accordance with the Board of Directors’ proposal. The remuneration comprises basic salary, variable salary, pension benefits and other benefits and severance conditions.
The resolution included a new long term variable compensation program which shall be calculated on the result of Mekonomen Group for the financial years 2016 - 2018. The total cost for Mekonomen over the period for this program is maximum MSEK 32. In addition to the seven members of the group management, a number of selected key employees will be offered to partake in the long term program.
The previous compensation program for the period 2014 - 2016 shall expire. No payments based
on this program have been made.
Employees’ acquisition of shares in subsidiaries
The AGM resolved in accordance with the Board’s proposal that workshop managers in wholly owned workshop subsidiaries be allowed to acquire a maximum of 9 per cent of the shares in the respective individual workshop companies.
Motion for resolution of authorization pertaining to the new issue of shares
The AGM resolved to authorize the Board of Directors, for the period up to the next AGM, on one or more occasions, with or without preferential rights for shareholders, to decide on the issue of a maximum of 3,590,149 new shares, corresponding to a maximum of 10 per cent of the share capital.
Complete proposals
The AGM approved all proposals submitted by the Board of Directors and the Nomination Committee. The motions are described in their entirety in the previously published Notice convening the AGM.
Statutory Board meeting
The Board held its statutory meeting after the AGM and elected Mia Brunell Livfors as Deputy Chairman.
Full details on the proposals adopted by the AGM will be downloaded at:
http://www.mekonomen.com/en/Corporate-Governance/Annual-General-Meeting/Annual-General-Meeting-2016/
For further information, please contact Mekonomen Group Press Hotline:
Tel: +46 (0)8-464 00 17
E-mail: press@mekonomen.se