Klövern AB (publ) : Decisions at Annual General Meeting of Shareholders of
Klövern AB (publ)
At the Annual General Meeting of Shareholders at 17 April 2013 the following
decisions were made, among others:
For the financial year 2012 the Boards proposition for profit distribution,
meaning a dividend of SEK 1.50 per common share (1.25) and SEK 10.00 (10.00)
per preference share, were decided. The dividend amount per preference share
shall be distributed in four payments, each of SEK 2.50.
Record date for dividend for the common share was decided to 22 April 2013.
Record dates for the preference share was decided to 28 June 2013, 30
September 2013, 30 December 2013 and 31 March 2014.
Board and auditor
The Annual General Meeting decided on re-election of the board members Fredrik
Svensson, Rutger Arnhult, Ann-Cathrin Bengtson and Eva Landén. Anna-Greta
Lundh had declined re-election. Pia Gideon was elected as new board member.
Fredrik Svensson was re-elected as Chairman of the Board.
The Annual General Meeting decided upon unchanged fees paid to the Board and
that the fees paid to the Board thereby shall total SEK 700,000, of which SEK
280,000 is to be paid to the Chairman of the Board and SEK 140,000 each to the
other members. A board member, who is at the same time employed by the
Company, shall not receive any directors fee. No further payment is made to
board members who serve on committees of the Board.
The Annual General Meeting re-appointed the registered public accounting firm
Ernst & Young AB as the company's auditors for the period until the end of the
next Annual General Meeting, with Mikael Ikonen as auditor in charge. Payment
shall be in accordance with approved invoices.
Remuneration of the executive management
The Annual General Meeting decided in accordance with the Board's proposed
guidelines for remuneration of the executive management:
Remuneration is to be at a market level and competitive and to take into
account the areas of responsibility and experience. The basic salary is to be
subject to annual review. Variable salary shall be linked to predetermined and
measurable criteria, designed with the intention of promoting the long-term
creation of value in the Company. For the CEO no variable salary is payable
and for other members of the executive management at most three months basic
salary per year. The Board have the right to depart from these principles if
there is reason for so doing in individual cases.
The Nominations Committee shall consist of five members, of which one member
shall be the Chairman of the Board. The Chairman of the Board shall contact
the four largest shareholders by voting power of the Company as at the last
day of share trading in September the year preceding the Annual General
Meeting. In the event of the requested shareholder not wishing to appoint a
member of the Nominations Committee, the next largest shareholder, who has not
previously been asked to appoint a representative to the Nominations
Committee, shall be asked.
The Nominations Committee shall perform the tasks ensuing from the Swedish
Code of Corporate Governance.
Acquisition and transfer the Company's own shares
The Annual General Meeting decided to authorize the Board, at the longest
until the next Annual General Meeting, to decide upon acquisition and transfer
of Klövern's own shares. The object is to be able to adapt the capital
structure of the Company to the capital requirement from time to time and thus
be able to contribute to increased shareholder value. The Company does not own
any of its own shares.
The Annual General Meeting decided to authorize the Board, on one or more
occasions, during the period until the end of the next Annual General Meeting,
to decide on a new issue of common and/or preference shares with or without
departure from the shareholders' preferential rights.
The number of shares issued shall correspond to an increase in the share
capital of at most 10 per cent based on the total share capital of the Company
at the time of the 2013 Annual General Meeting. The number of common shares
that may be issued pursuant to the authorization may, however, amount to at
most 10 per cent of the share capital consisting of common shares issued on
the date of the 2013 Annual General Meeting and the number of preference
shares which may be issued pursuant to the authorization may amount to at most
10 per cent of the share capital consisting of preference shares issued at the
time of the 2013 Annual General Meeting.
Nyköping, 17 April 2013
Klövern AB (publ)
Rutger Arnhult, CEO, +46 70-458 24 70, firstname.lastname@example.org
Britt-Marie Nyman, Finance and IR Manager, Deputy CEO, +46155-44 33 12/+46
70-224 29 35,
Klövern is a real estate company committed to working closely with customers
to offer them efficient premises in selected growth regions. As at 31 March
2013, the value of the properties totalled approximately SEK 22.7 billion and
the rental income on an annual basis was around SEK 2.5 billion. The Klövern
share is listed on Nasdaq OMX Stockholm Mid Cap.
Klövern AB (publ), Box 1024, SE-611 29 Nyköping, Sweden. Tel +46155-44 33 00,
Fax +46155-44 33 22. Corporate registration no. 556482-5833. Registered
office: Nyköping. Website: www.klovern.se, email@example.com
This information is such that Klövern AB (publ) is obliged to disclose under
the Securities Market Act and/or the Financial Instruments Trading Act. The
information was made available for publication on 17 April 2013.
Decisions at Annual General Meeting of Shareholders of Klövern AB
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Source: Klövern AB (publ) via Thomson Reuters ONE
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