Report from Haldex AB’s Annual General Meeting
The AGM resolved, in accordance with the board’s proposal, on a dividend of 2 SEK per share. The record date was set to 23 April 2012, and the dividend is expected to be distributed by Euroclear Sweden AB on 26 April 2012.
Board of directors and auditors
The AGM re-elected Göran Carlson, Stefan Charette, Magnus Johansson and Arne Karlsson and elected Annika Sten Pärson as director. The AGM re-appointed Göran Carlson as chairman of the board.
Fees to the board of directors will be paid at slightly increased fee levels. The chairman will receive SEK 500,000 and each of the other directors will receive SEK 200,000. In addition, consideration for committee work will be allocated unaltered as follows: the chairman of the audit committee SEK 100,000, each member of the audit committee SEK 50,000, the chairman of the compensation committee SEK 50,000 and each member of the compensation committee SEK 25,000. Auditor’s fees are to be paid on current account.
The AGM resolved that the nomination committee in the respect of the AGM 2012 shall have four members and shall consist of one representative each of the four largest shareholders by votes wishing to appoint such representative. The names of these four representatives and the names of the shareholders they represent, shall be announced no later than six months before the AGM 2012 and shall be based on the shareholdings immediately prior to the announcement.
Guidelines for remuneration of senior executives
The AGM resolved to adopt the guidelines for remuneration of senior executives as proposed by the board of directors.
Acquisitions and transfers of own shares
In accordance with the board’s proposal, the AGM resolved to authorise the board to acquire and/or transfer of own shares on one or more occasions until the AGM 2013.
Acquisition of the company’s own shares can be made on NASDAQ OMX Stockholm at a price within the applicable stock market share price range at the time of the acquisition, for the purpose of increasing the flexibility of the board in connection with potential future corporate acquisitions, to cover costs and ensure delivery of shares in accordance with LTI 2010, and to increase the board’s possibilities to continuously be able to adapt the company’s capital structure, thereby contributing to increased shareholder value. The company’s total holdings of own shares must not at any time exceed 10 per cent of the total number of shares in the company.
Transfer of own shares can be made either on NASDAQ OMX Stockholm or in any other manner, for the purpose of financing possible future corporate acquisitions, up to the number of own shares held by the company at the time of transfer. Transfer of own shares may be made with deviation from the shareholders’ preferential rights and shall be made at a price determined in close connection to the shares’ quoted price at the time of the board’s resolution on transfer. Further, 380,000 shares may be transferred on NASDAQ OMX Stockholm at a price that shall be determined in close connection with the shares’ quoted price at the time of the board’s resolution to transfer the shares, to cover costs that may occur in relation to LTI 2010.
For further information, please contact
Kristina Brink, Corporate Communications Manager, +46 (0) 418 476188 or +46 (0)705 909140
Haldex (www.haldex.com), headquartered in Landskrona, Sweden, is a provider of proprietary and innovative solutions to the global commercial vehicle industry, with focus on products in vehicles that enhance safety, environment and vehicle dynamics. Haldex is listed on the Nasdaq OMX Stockholm Stock Exchange and had net sales of approx 4 billion SEK in 2011. The number of employees amounts to about 2,350.
Haldex AB may be required to disclose the information provided herein pursuant to the Securities Market Act. The information was submitted for publication at 19:00 CET on April 18, 2012.