Annual General Meeting of Doro AB March 26, 2009
On Thursday, March 26, 2009, Doro AB held its Annual General Meeting in Lund, Sweden. The meeting was chaired by Bo Kastensson, who is also Chairman of the Board.
In his address CEO, Jérôme Arnaud affirmed that the company had taken a further step in 2008 to expand its Care Electronics operations. “This is in line with the strategy I announced last year, we strengthened the growth trend, primarily in Care Electronics, that began in 2007”, said Jérôme Arnaud. “Between fourth quarter 2007 and fourth quarter 2008, our sales in gsm increased by 192 percent. Our mobile phones are now listed at major operators and retailers and we have won a number of highly prestigious awards.”
The AGM reached the following decisions, among others:
The Income Statements and Balance Sheets were adopted and the Board of Directors' proposed treatment of the loss brought forward was approved, meaning that no dividend will be paid for the 2008 fiscal year (for 2007: SEK 0).
The AGM approved directors' fees for 2009 as follows: a fixed fee of SEK 600,000, of which SEK 300,000 will be paid to the Chairman of the Board and of which SEK 100,000 will be paid to each board member elected by the AGM and not an employee of the company. These amounts include remuneration for committee work in which the board members participate over the year.
Bo Kastensson, Jonas Mårtensson, Peter Blom and Jérôme Arnaud were re-elected as board members. Karin Moberg was elected as a new board member. Karin Moberg's experience includes 15 years in a number of leading positions within Telia and TeliaSonera. There she held positions as head of a subsidiary responsible for broadband and Internet in the Swedish market, business manager for directory enquiries, Vice President of marketing, brand manager and Vice President of communications. In addition to her assignment at Doro AB, Karin Moberg is a member of the Board of the Seventh AP Fund. Karin, who is 45, currently owns no shares in Doro AB. Tomas Persson had declined re-election.
Bo Kastensson was elected Chairman of the Board.
The AGM approved a proposal by shareholders representing approximately 40 percent of total voting rights in the company regarding the composition of the Nomination Committee ahead of the 2010 AGM. The Nomination Committee shall consist of the following three members: Tedde Jeansson (Originat AB), Arne Bernroth (Nordea Bank) and Bo Kastensson (Chairman of the Board). Tedde Jeansson shall chair the Nomination Committee. The composition of the Nomination Committee may be changed during the year if major changes occur in the company's ownership structure or if any member leaves the Committee before its work is complete. In such a case an initiative shall be taken by the Chairman of the Nomination Committee.
The AGM approved the Board’s proposal regarding guidelines for remuneration to senior executives.
The Board was authorized, for the period extending until the next AGM, to make decisions, on one or more occasions, to issue a total of at most 4,000,000 shares, entailing an increase in share capital of at most SEK 4,000,000, corresponding to a 23-percent dilution of the company's share capital and total voting rights. The Board is authorized to determine whether new shares shall be issued against cash payment and/or in accordance with the regulations set forth in chapter 13, 5§, paragraph 1, point 7 of the Swedish Companies Act. New shares may be issued with or without deviation from shareholders' preferential rights.
The minutes of the 2009 AGM are published on the Group's website at www.doro.com.