Resolutions by the Annual General meeting of Cision AB (publ) 4 April 2008

Cision AB (publ) held its annual general meeting on Friday. The meeting approved the Board of Directors' proposed dividends of SEK 0.25 per share. The record date was resolved as 9 April, with dividends scheduled for payment from VPC (the Swedish Central Securities Depository & Clearing Organization) on 14 April.
In his presentation to the meeting, the Chief Executive Officer Niklas Flyborg, reported on the financial year 2007 and the beginning of the financial year 2008 (please refer to separate press release for further details regarding the beginning of the financial year 2008).
The AGM discharged the board members and Chief Executive Officer from liability for the financial year 2007. The ordinary board members Anders Böös, Niklas Flyborg, Thomas Heilmann, Ulf Ivarsson, Peter Leifland, Pia Gideon and Gunilla von Platen were re-elected. Hans-Erik Andersson was newly-elected as ordinary board member. Anders Böös was re-elected as chairman of the board. The board meeting following election appointed Anders Böös and Ulf Ivarsson as members of the Remuneration Committee and Peter Leifland and Hans-Erik Andersson as members of the Audit Committee. The meeting also resolved that the nomination process that is presently applied also will form the base of future nomination processes.
Incentive program
The meeting resolved to initiate a performance-related incentive program through issuing not more than 700,000 convertible profit sharing debentures (“convertibles”) to 17 members of the management of the group. The issue price and the nominal value of the convertibles have been determined to 113.3 per cent of the volume weighted average exchange price of the Cision share during the period 24 April – 30 April 2008, corresponding to the market value. The maximum amount of the loan may not exceed SEK 20,000,000. The share capital may be increased by not more than SEK 1,050,000.
Each convertible entitles to one new share in Cision AB. Conversion may be requested during the period 1 April – 30 June 2012. The converting price initially corresponds to the subscription price but may be adjusted downward in case the company fulfils certain financial objectives.
The total number of convertibles corresponds to approximately 0.9 per cent of the share capital and votes on a fully diluted basis.
Members of the management in Cision AB’s U.S. subsidiary, Cision US Inc, will, in line with U.S. market practice, instead of participating directly in the issue of the convertibles, participate indirectly through an option program with convertibles as underlying assets.
Authorization for the board to decide on the Company's acquisition of its own shares
The meeting decided to authorize the board to, on one or several occasions, for the period until the next annual general meeting, decide upon the acquisition by the company of its own shares to the extent that the company's shareholding does not exceed 10 per cent of the total amount of shares in the company. Acquisitions shall take place on the Nordic exchange and may only be made to a price within the at each time prevailing range of prices. The authorization shall give the board an increased scope of discretion to act in connection with their work with the capital structure of the Company.
Principles for remuneration for the management
The meeting resolved to adopt the principles for remuneration and other terms of employment of the CEO and other members of the management and the extent and main principles of the group's long term incentive program. The purpose is for the group to offer a reward system that is competitive and on market terms in order to attract and retain qualified employees.
The principles correspond with, apart from an exception specially set fourth regarding the CEO, the remuneration received last year and are based on agreements already entered into between the company and each respective manager. The remuneration shall comprise of fixed salary, variable remuneration, pension, long term incentive program and other benefits.
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 a bonus. Senior managers have a target bonus of 30 per cent of the fixed salary, and a maximum bonus of 50 per cent of the fixed salary in case of exceptional performance. The bonus is based on the achievement of financial and personal targets. For the CEO an exemption is applied during 2008. The target bonus is 50 per cent of the fixed salary and the maximum bonus is 100 per cent of the fixed salary. Furthermore the bonus for the CEO for 2008 is in its entirety based on the company's underlying operating margin. Pensions and other benefits shall be on market terms.