NCC’s Annual General Meeting 2016Read original
At today’s Annual General Meeting (AGM) of shareholders in NCC, the shareholders passed resolutions concerning dividend payment, Board of Directors and director fees, election of auditor, guidelines for remuneration of senior executives and long-term performance-based incentive program. Resolutions the buyback and transfer of treasury shares were also passed.
NCC’s AGM adopted the Board of Directors’ motion concerning the dividend for the 2015 fiscal year: spinoff of all of the shares in shares in HoldCo Residential 1 AB (publ), Corp. Reg. No. 556928-0380 (“Housing” whose name is being changed to Bonava), and a cash dividend of SEK 3.00 per share with November 7, 2016 as the record date. The Board of Directors was authorized to determine a record date during 2016 for the spinoff of the shares in Housing.
An information brochure concerning the spinoff of the shares of Housing is available on NCC’s website www.ncc.se/arsstamma2016.
The AGM adopted the income statements and balance sheets for 2015 and the Board of Directors and the President were discharged from personal liability.
According to the Nomination Committee’s proposal, the Meeting reelected Tomas Billing, Ulla Litzén, Christoph Vitzthum, Sven-Olof Johansson, Carina Edblad and Viveca Ax:son Johnson as Members of the Board. Olof Johansson has declined reelection. Tomas Billing was elected Chairman of the Board.
It was resolved that director fees totaling SEK 3,600,000 be paid to the Members of the Board, distributed so that the Chairman of the Board will receive SEK 1,100,000 and that each other AGM-elected member will receive SEK 500,000.
The registered auditing firm EY (Ernst & Young AB) was elected auditor of the company, with Mikael Ikonen as auditor-in-charge. The auditing firm was elected until the close of the 2017 AGM.
Viveca Ax:son Johnson (Chairman) and Johan Strandberg, equity researcher, SEB Funds, were reelected and Anders Oscarsson, equity manager at AMF/AMF Funds, was newly elected members of the Nomination Committee.
The AGM resolved to introduce a long-term performance-based incentive plan (LTI 2016) for senior executives and key personnel.
The AGM also resolved that the guidelines for determining salaries and other remuneration payable to Group Management that were adopted at the 2015 AGM would continue to be applied subject to the following adjustment, due to the adoption of LTI 2016. The maximum short-term variable remuneration payable to the CEO and other members of Group Management will be reduced by 10 percentage points to 50 percent of fixed salary for the CEO and to 30-40 percent of fixed salary for other members of Group Management.
To cover the commitment according to LTI 2016, the AGM authorized the Board, until the next Meeting, to buy back a maximum of 867,486 Series B shares and to transfer a maximum of 300,000 Series B shares to participants of LTI 2016. The buy-backs must occur on Nasdaq Stockholm at a price per share within the registered span of share prices at the particular time. It is also to be possible to transfer a maximum of 500,000 Series B shares via Nasdaq Stockholm to cover costs, mainly for compensation for dividends, social security fees and payments on the basis of the synthetic shares, pursuant to outstanding long-term performance-based incentive programs (LTI 2013, LTI 2014 and LTI 2015) and LTI 2016.
At a statutory Board meeting held in connection with the AGM, the Board confirmed its mandate to buy back and transfer shares, as adopted by the AGM on April 12, 2016.
For further information, please contact:
Ann Lindell Saeby, EVP & Head of Corporate Relations, NCC AB, +46 8 585 522 04, +46 76 899 98 48
Anna Trane, Head of Corporate Media Relations, NCC AB, +4670 884 74 69
Johan Bergman, Head of Investor Relations, NCC AB, +46 8 585 523 53, +46 70 354 80 35
NCC’s press telephone: +46 8-585 519 00, E-mail: firstname.lastname@example.org
This is the type of information that NCC could be obligated to disclose pursuant to the Securities Market Act. The information was issued for publication on April 12, 2016, at 7 p.m. CET.
All of NCC’s press releases are available on www.ncc.se/press.
NCC is one of the leading construction and property development companies in the Nordic region. In 2015, NCC reported sales of SEK 62 billion and had 18,000 employees.