Axis AB: Report from annual general meeting

Axis AB: Report from annual general meeting

Axis AB (publ) in its just-held annual general meeting, resolved in accordance with the Board's and Nomination Committee's proposals in all of the matters proposed. The following is an account of the most important resolutions and the main content.

Resolution regarding dividend
The Annual General Meeting resolved to approve the Board's proposal for a dividend for the fiscal year 2013 of $0.84(SEK 5.50) per share, of which $0.38 (SEK 2.50) is an ordinary dividend and $0.46 (SEK 3.00) an extra dividend. The record date for the dividend was fixed at May 2, 2014. The dividend is therewith expected to be disbursed by Euroclear Sweden AB on May 7, 2014.

Resolution regarding adoption of income statement and balance sheet
The Annual General Meeting resolved to adopt the income statement and balance sheet for Axis AB submitted by the Board, as well as the consolidated income statement and consolidated balance sheet. The Board of Directors and the company's President were discharged from liability for the fiscal year 2013.

Resolutions regarding election of the board and fees
The Annual General Meeting resolved in accordance with the Nomination Committee's proposal, namely

* to elect six ordinary Board members without any deputy members
* to re-elect the Board members Gustaf Brandberg, Charlotta Falvin, Martin Gren, Olle Isberg, Gran Jansson and Roland Vejdemo
* To re-elect Roland Vejdemo as Chairman of the Board, and
* that an unchanged fee totaling $152,980 (SEK 1,000,000) shall be paid to the Board of Directors, to be distributed with $76,490 (SEK 500,000) to the Chairman of the Board and $38,245 (SEK 250,000) to each of the other Board members, however that no fee shall be paid to a Board member that is employed by the company or to a Board member that represents a major shareholder.

Resolution regarding principles for determining salaries and other remuneration to the President and other members of the company management
The Annual General Meeting approved the Board's proposed principles for determining salaries and other remuneration to the President and other members of the company management. The principles are basically the same as those which applied during the preceding year.

Resolution regarding the procedure for appointing the members of the Nomination Committee etc.
The Annual General Meeting adopted the Board's proposal that the procedure currently applicable for appointing the members of the Nomination Committee, etc. shall apply also prior to the Annual General Meeting 2015, i.e. that members of the Nomination Committee shall be appointed in accordance with the following:

The three largest shareholders in the company as of August 31 the year before the Annual General Meeting shall, on September 30 the year before or at the latest six months before the Annual General Meeting, each elect a representative as a member of the Nomination Committee. The Nomination Committee shall then internally elect one of the members as the Chairman. In the event that any of the three largest shareholders waives its right to elect a representative to the Nomination Committee, the fourth largest shareholder shall instead elect a representative or, if the fourth largest shareholder also declines, the shareholders shall thereafter, in a descending order, elect a representative until three representatives are appointed. In the event that a member leaves the Nomination Committee before the work of the Nomination Committee is completed, the shareholder that appointed that member shall appoint a new member. In the event that such shareholder declines to appoint a new representative, the fourth largest shareholder shall instead elect a representative or, if the fourth largest shareholder also declines, the shareholders shall thereafter, in a descending order, elect a representative until a new representative is appointed.

 



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