Press release from the Annual General Meeting of Cision AB (publ) on March 26, 2012
Today, Monday March 26, 2012, Cision AB (publ) (“the Company”) held its annual general meeting for the financial year 2011, where the following principal resolutions were adopted.
For more detailed information on the resolutions, please refer to the press releases disclosed on February 17, 2012 and on March 19, 2012 and the notice to attend the annual general meeting. The notice to attend the annual general meeting and the complete proposals regarding the decisions below are available on the Company's website.
Adoption of income statement and balance sheet
The annual general meeting adopted the income statement and the balance sheet and the consolidated income statement and the consolidated balance sheet for the financial year 2011.
Allocation of the Company's earnings
The annual general meeting decided, in accordance with the board of directors' proposal, that the Company's unappropriated earnings should be carried forward into new account.
The board of directors
The annual general meeting decided to discharge each of the directors of the board and the Chief Executive Officer (the "CEO") from liability for their management of the Company's matters during the financial year 2011.
The annual general meeting decided that the board of directors shall consist of seven directors, without any deputy directors.
Anders Böös, Hans-Erik Andersson, Alf Blomqvist, Hans Gieskes and Gunilla von Platen were re-elected and Rikard Steiber and Scott Raskin were newly elected as directors of the board for the period until the end of the annual general meeting held in 2013. Anders Böös was re-elected as chairman of the board.
Remuneration to the board of directors, the auditors and for committee-work
The annual general meeting decided, in accordance with the proposal of the nomination committee, that the remuneration to the board of directors shall be SEK 2,000,000, to be allocated in accordance with the following: SEK 750,000 per year to the chairman and SEK 250,000 per year to each director who is not employed by the Company. Furthermore, the annual general meeting decided, in accordance with the nomination committee's proposal, that the remuneration to the members of the audit committee shall be unchanged SEK 300,000 per year in total, of which SEK 200,000 shall be paid to the chairman of the audit committee, and that the remuneration to the members in the compensation committee shall be unchanged SEK 150,000 per year in total, of which SEK 100,000 shall be paid to the chairman of the compensation committee.
The annual general meeting also resolved, in accordance with the proposal of the nomination committee, that the fees to the auditor should be paid in accordance with invoice approved by the Company.
The auditing company Ernst & Young AB was re-elected as auditor of the Company, for the period until the end of the 2013 annual general meeting. Auditor-in-charge is Michael Forss.
Guidelines for salary and other remuneration to the Company's CEO and other senior executives
The annual general meeting approved the guidelines proposed by the board of directors for salary and other remuneration to the Company's CEO and other senior executives of the Company, including a short term incentive plan (STI 2012).
The annual general meeting decided, in accordance with the nomination committee's proposal, that the nomination committee shall consist of four members representing the shareholders in the Company as well as the chairman of the board, in total five members, and that the procedure presented in the nomination committee's proposal shall be applied in respect of the nomination committee for the annual general meeting 2013.
At the annual meeting, Hans Gieskes, CEO of Cision, addressed the situation regarding a threat of a damages claim based on alleged infringement of rights. He commented that, as previously disclosed, Cision works towards an amicable solution and that further information will be disclosed as soon as possible.
Constituent board meeting
The constituent board meeting, following the annual general meeting, appointed Alf Blomqvist and Gunilla von Platen as members of the compensation committee and Hans-Erik Andersson and Anders Böös as members of the audit committee.
For further information please contact:
Hans Gieskes, CEO and President
Tosh Bruce-Morgan, CFO
Telephone +46 (0)8 507 410 11, e-mail:
Cision AB (publ)
P.O. Box 24194
SE-104 51 Stockholm, Sweden
Corp Identity No. SE556027951401
Telephone: 46 (0)8 507 410 00
The information was submitted for publication at 19:00 CET on March 26, 2012.