Nederman Holding AB’s Annual General Meeting 2018
The AGM of Nederman Holding AB (publ) took place on 19 April 2018. A total of 9 310 845 shares were represented at the meeting, equivalent to 79,61 % of all shares outstanding.
The income statement and balance sheets were adopted and the meeting resolved in accordance with the proposal of the Board and the CEO for a dividend for 2017 of SEK 6.00 per share.
Fees to the Board of Directors and the auditor
The meeting approved Board fees for 2018 to a total fee of SEK 1,500,000, of which SEK 450,000 to the Chairman of the Board and SEK 250,000 to each of the other AGM elected Board members, with the exception of the CEO.
The meeting approved a remuneration for the Audit Committee of SEK 75,000 to the Chairman and SEK 50,000 to the Board member.
Fee to the auditor shall be paid according to approved invoices.
Election of the Board of Directors and auditor
Jan Svensson, Ylva op den Velde Hammargren, Johan Menckel, Gunilla Fransson and Sven Kristensson were re-elected as Board members. Johan Hjertonsson was elected as new member of the board. Jan Svensson was re-elected as the Chairman of the Board. Gunnar Gremlin and Per Borgvall declined re-election.
Ernst & Young AB was re-elected as accounting firm, until the end of the AGM 2019 with authorized public accountant Staffan Landén as principal auditor.
Guidelines for remuneration for senior executives
The AGM resolved in accordance with the Board’s proposal for guidelines for remuneration and other terms of employment for senior executives.
Authorisation for the Board of Directors to acquire and transfer of the company’s own shares
The AGM resolved in accordance with the Board’s proposal for authorisation for the Board to acquire and transfer of the company’s own shares. The authorisation entails that the Board has the right to acquire and transfer of own shares, respectively, on one or more occasions during the period until the AGM 2019. Acquisition of own shares may take place on Nasdaq Stockholm at a price within the interval between the highest buying price and lowest selling price, respectively, and the company’s holdings of own shares may amount to a maximum of ten per cent of all outstanding shares. Transfer of own shares may be made of a maximum number of shares that are held by the company at the time of the Board’s decision and which are not required for the delivery of shares under the company’s incentive programme. Transfer of own shares may take place on Nasdaq Stockholm and as payment of the purchase price for the acquisition of companies or businesses or in connection with a merger, whereby the payment shall correspond to the assessed market value and may be made in cash, in kind or by set-off of a receivable. Transfer may be made with deviation from the shareholders’ preferential rights.
Decision on share split
The AGM resolved in accordance with the Board’s proposal on share split as follows:
- to increase the number of shares in the company by dividing every share into three (3) shares (Sw. aktiesplit 3:1),
- to authorise the Board to determine the record date for the share split, however not later than 31 May 2018, and
- to authorise the Board, or any person appointed by the Board, to make necessary adjustments to the resolution in order to enable registration of the share split with the Swedish Companies Registration Office (Sw: Bolagsverket) or Euroclear Sweden AB’s administration.
The share split will result in an increase of shares in the company from 11,715,340 to 35,146,020. The share split will result in a change of the share’s par value from SEK 0.1 to SEK 0.03.
Sven Kristensson, President and CEO, Nederman
Phone: +46 (0)42 18 87 00
Matthew Cusick, CFO
Phone: +46 (0)42 18 87 00
Facts about Nederman
Nederman is one of the world's leading companies supplying products and solutions in the environmental technology sector focusing on industrial air filtration. The company's products and solutions contribute to reducing the environmental impact, create safe and clean working environments and improve production efficiency. Nederman offers complete solutions, including engineering and design, commissioning, installation, training and aftermarket. Sales are managed through the Group’s own sales offices and distributors in over 50 countries. Production is performed in 11 countries on five continents. The Nederman Group is listed on Nasdaq Stockholm and has around 1,800 employees. Learn more at www.nedermangroup.com
Nederman Holding AB (publ), P.O. Box 602, SE-251 06 Helsingborg, Sweden.
Corporate registration number: 556576-4205