ANNUAL GENERAL MEETING IN BONG AB (publ)
The Annual General Meeting in Bong AB (publ) held today adopted the following resolutions.
Board of Directors and Auditors
Re-election of Christian Paulsson, Eric Joan, Mikael Ekdahl, Stéphane Hamelin, Helena Persson and Stefan Lager as ordinary board members.
Christian Paulsson was elected as Chairman of the Board.
Directors’ fees were set at an amount of SEK 300,000 to the Chairman and SEK 150,000 to each of the other board members not employed with the company. Fees for committee work will be paid to the Chairman of the Audit Committee with SEK 100,000 and SEK 50,000 to each member.
Election of the accounting firm PricewaterhouseCoopers AB for a one year period of mandate, consequently up to and including the AGM 2020, whereby the accounting firm has informed that authorised public accountant Lars Nilsson will be the auditor in charge. Fees to the auditors will be paid as per agreement.
Disposition of result
The Meeting adopted the proposal of the Board of Directors that no dividend is to be distributed for the financial year 2018 and that the results of the company of SEK 308,173,927 in total, including this year’s result of SEK 114,421 should be carried forward.
Re-election of Stéphane Hamelin (Holdham S.A.), Christian Paulsson (Paulsson Advisory AB) and Ulf Hedlundh (Svolder Aktiebolag) as members of the Nomination Committe for the AGM 2020. Stéphane Hamelin was elected Chairman of the Nomination Committee.
Remuneration and Audit Committee
At the subsequent statutory board meeting Christian Paulsson, Mikael Ekdahl and Stéphane Hamelin, were elected as members of the Remuneration Committee for the period up to the next statutory board meeting. Further, Mikael Ekdahl and Christian Paulsson were elected as members of the Audit Committee for the same period.
Guidelines for remuneration to senior executives
The AGM resolved to establish guidelines for remuneration to senior executives principally entailing that remuneration to senior executives shall consist of fixed salary, variable remuneration, other benefits and pension and that the aggregate remuneration shall be in accordance with market conditions and competitive. The variable part of the salary shall have a pre-determined cap and may as a fundamental principle never exceed 60 per cent of the fixed annual salary. The variable part is based on earnings and cash flow as well as individual qualitative goals. Variable remuneration shall not qualify for pension. Pension benefits shall primarily be fee based, but can also for legal reasons be income based, although not at the group management level. The retirement age is 65 years.
The group management’s employment contracts include provisions governing remuneration and termination of employment. According to these agreements, employment can ordinarily cease on notice of termination by the employee within a period of notice of 4-12 months and on dismissal by the company within a period of notice of 6-18 months. On dismissal by the company, the period of notice and the period during which compensation is payable shall not together exceed 24 months. The guidelines in full are published on the company’s website.
Malmö, 16 May 2019
Bong AB (publ) The Board of Directors
The information was submitted for publication at 17.45 CET on 16 May 2019. For further information, contact Kai Steigleder, CEO, Bong AB. Telephone (switchboard) +46 44 20 70 00.
Bong is one of the leading providers of envelope products in Europe and also offers solutions for distribution and packaging of information, advertising materials and lightweight goods. Important growth areas in the Group are packaging within retail and e-commerce and the envelope market within Eastern Europe. The Group has annual sales of approximately SEK 2.2 billion and about 1,400 employees in 12 countries.
Bong has strong market positions in most of the important markets in Europe and the Group sees interesting possibilities for continued development. Bong is a public limited company and its shares are listed on Nasdaq Stockholm (Small Cap).