KAPPAHL BULLETIN FROM AGM 2011
KappAhl AB (publ) held its Annual General Meeting on Wednesday 23 November 2011 in Mölndal. The following resolutions were passed at the Meeting:
- No dividend
- Re-election of three board members and election of two new board members
- Instructions for Nominations Committee
- Remuneration policy for company management
- Program with warrants to key employees
A summary is given below of the resolutions passed, which are all in line with the main resolution proposals presented in the notice to attend the meeting and the complete proposals made available to the shareholders before the Annual General Meeting.
Resolution on adoption of the accounts and discharge from liability
The income statement and balance sheet and consolidated income statement and balance sheet were adopted and the meeting discharged the Board of Directors and Chief Executive Officer from liability for the financial year.
Resolution regarding dividend
The Annual General Meeting resolved on that no dividend is to be distributed for 2010/2011, and that the profits of SEK 1,023,695,919 be carried forward.
Re-election and election of the Board of Directors
Three ordinary members of the Board were re-elected in accordance with the recommendation of the Nominations Committee. The Annual General Meeting elected Christian W. Jansson and Sonat Burmat-Olsson as ordinary members of the Board. Consequently, the members of the Board elected by the Annual General Meeting are Amelia Adamo, Paul Frankenius, Jan Samuelson, Christian W. Jansson and Sonat Burman-Olsson. Finn Johnsson and Lena Apler declined re-election. The Annual General Meeting elected Christian W. Jansson Chairman of the Board.
The meeting resolved that the fee to the Board of Directors and its committees shall be SEK 1,360,000 (previously SEK 1,570,000). The resolution means that the Chairman of the Board is awarded SEK 360,000 and each other elected member of the Board is awarded SEK 180,000, that the chairman of the Audit Committee is awarded SEK 145,000 and that the other members of the Committee are awarded SEK 95,000, and that the chairman of the Remuneration Committee is awarded SEK 30,000 and that the other members of the Committee are awarded SEK 10,000. The fee to the auditor shall be unchanged in accordance with customary standards and approved invoice.
Instructions for the Nominations Committee
The Nominations Committee’s proposed instructions and rules of procedure for the Nominations Committee were adopted. The Nominations Committee will consist of four ordinary members, who shall be appointed by the four largest shareholders as of April 30, 2012. The term largest shareholders refers to shareholders registered with Euroclear Sweden AB and grouped by ownership as of April 30, 2012.
Remuneration policy for company management
The meeting adopted the Board's proposed remuneration policy for the management team. The policy implies that a bonus of a maximum of 50 per cent of fixed salary can be payable. The remuneration policy is substantially the same as that adopted by the previous Annual General Meeting.
Program with warrants to employees and approval of assignment
Finally, the Annual General Meeting resolved on an issue of no more than 6,750,000 warrants in KappAhl AB (publ) and to approve that such warrants on market terms are offered to key personnel in KappAhl. In case of full subscription the share capital may be increased by no more than SEK 964,285.71 through an issue of no more than 6,750,000 new shares.
All the resolutions of the Annual General Meeting were passed with the requisite majority.
For further information, please contact:
Christian W. Jansson, President and CEO, phone +46 709 95 02 01
Håkan Westin, Chief Financial Officer, phone +46 704 71 56 64
For pictures and other information:
Annette Björklund, Head public relations, phone +46 704 71 55 42, e-mail
KappAhl is a leading Nordic fashion chain with more than 380 stores and close to 4 900 co-workers in Sweden, Norway, Finland, Poland and the Czech Republic. KappAhl designs, markets and sells value-for-money fashion and focus in particular on women 30-50 years of age. During the financial year 2010/2011, KappAhl had sales of close to SEK 5 billion, with an operating profit of SEK 222 million. KappAhl shares are listed on the NASDAQ OMX Stockholm. In 1999, KappAhl was the first fashion chain to receive environmental management standard certification. Further information is available at www.kappahl.com.
KappAhl AB (publ) discloses the information provided here pursuant to the Securities Market Act and/or the Financial Instruments Trading Act. The information was submitted for publication on 23 November 2011 at 12.45 CET.