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  • Press release from the annual general meeting of Cision AB (publ) on 14 April 2010

Press release from the annual general meeting of Cision AB (publ) on 14 April 2010

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On Wednesday 14 April 2010, Cision AB (publ) (“the Company”) held its annual general meeting for the financial year 2009 where the following primary resolutions were adopted. For more detailed information of the content of the resolutions, please see the press release disclosed on 11 March 2010 and the complete notice to attend the annual general meeting. The notice to attend the annual general meeting and the complete proposals regarding the decisions below are available on the Company's website, http://corporate.cision.com/Corporate-Governance-/Annual-General-Meeting/. Adoption of the income statement and balance sheet The annual general meeting adopted the income statement and balance sheet and the consolidated income statement and the consolidated balance sheet for the financial year 2009. Allocation of the Company's earnings The annual general meeting decided, in accordance with the board's proposal, that the unappropriated earnings should be carried forward into new account. The board The annual general meeting decided to discharge the members of the board and the CEO from liability for the management of the Company's matters during the financial year 2009. Anders Böös, Pia Gideon, Thomas Heilmann, Peter Leifland, Gunilla von Platen, Hans-Erik Andersson, Hans Gieskes and Alf Blomqvist were re-elected as members of the board. Anders Böös was re-elected as chairman of the board. The board meeting following election appointed Peter Leifland and Alf Blomqvist as members of the compensation committee and Hans-Erik Andersson and Anders Böös as members of the audit committee. Hans Gieskes was also re-elected as CEO of the Company at the board meeting. Remuneration of the board members The annual general meeting decided, in accordance with the proposal of the nomination committee, that the remuneration to the board should be unchanged SEK 1,800,000 to be allocated in accordance with the following: SEK 600,000 per year to the chairman, and SEK 200,000 per year to each of the board members who are not employed by the Company. Furthermore, the annual general meeting decided, in accordance with the nomination committee's proposal, that remuneration shall be paid to the members of the audit committee of unchanged SEK 300,000 per year, of which SEK 200,000 shall be paid to the chairman of the audit committee and that remuneration shall be paid to the members in the compensation committee of unchanged SEK 150,000 per year, of which SEK 100,000 shall be paid to the chairman of the compensation committee. The annual general meeting also approved the proposal of the nomination committee, that the fees to the auditor should be paid in accordance with invoices approved by the Company. Nomination process for the nomination committee The annual general meeting decided, in accordance with key shareholders' proposal, that the nomination process applicable as of today shall constitute the future nomination work. Articles of association The annual general meeting decided in accordance with the board's proposal to change § 9 of the articles of association conditional upon an alteration, in the Swedish Companies Act (SFS 2005:551) of the method of given notice to a general meeting of shareholders, has entered into force. Principles for remuneration and other terms of employment The annual general meeting approved the adoption of the principles for remuneration and other terms of employment for the Company's CEO and senior executives. The purpose is for the Company to offer a reward system that is competitive, business driven, performance focused and meets the highest standards on ethics and morals. Except for the specified exemption for the CEO, the proposed principles mainly correspond to the remuneration which has been paid in previous years and are based on existing agreements between the Company and the Company's senior executives. The principles apply to the CEO, senior executives who report directly to the CEO as well as selected other senior executives in the Company group. The remuneration structure for the Company's senior executives shall comprise of fixed and variable salary, pension, other benefits and the long-term incentive plan. The fixed salary shall be a competitive market salary which is renegotiated on a yearly basis. The variable remuneration is paid in the form of an annual performance based bonus. The target bonus for the Company's senior executives varies depending on the position. The target for the CEO is 60 per cent of the fixed annual salary and the maximum bonus is 100 per cent of the fixed annual salary when performance exceeds targets. For the Company's senior executives, the target bonus is 40-50 per cent of the fixed annual salary with a maximum of 80-100 per cent of the fixed annual salary. The bonus is based on the achievement of EBIT related targets. Pensions and other benefits shall be on market terms.

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