Bulletin from Annual General Meeting of Dustin Group AB
The following resolutions were passed at the Annual General Meeting (the “AGM”) of Dustin Group AB (publ) (the “Company” or “Dustin”) on 19 January 2016.
Approval of the annual accounts, allocation of results and discharge from liability
The AGM decided to adopt the income statement and balance sheet, as well as the consolidated income statement and the consolidated statement of financial position for the financial year 2014/15.
Furthermore, the AGM decided that the distributable assets, SEK 284,415,344, shall be allocated so that approximately SEK 129,494,296 shall be paid in dividend and the remainder of about SEK 154,921,048 shall be carried forward. Thus, the AGM resolved on a dividend of SEK 1.70 per share and that the record date for the dividend shall be 21 January 2016. The dividend is expected to be paid through Euroclear Sweden AB on 26 January 2016.
Furthermore, the AGM decided to discharge the board members and the managing director from liability.
Number of board members and auditors, election of board members and auditors and remuneration to the board members and auditors
The AGM decided that the number of board members, appointed by the shareholders’ meeting, should be seven without deputies. Fredrik Cappelen, Tomas Franzén, Stefan Linder, Mattias Miksche and Maija Strandberg were re-elected as members of the board of directors. Gunnel Duveblad and Johan Fant were elected as new members of the board of directors. Fredrik Cappelen was re-elected as chairman of the board of directors.
The AGM re-elected the auditing firm Ernst & Young AB as the Company’s auditor until the end of next annual general meeting. The authorised public accountant Jennifer Rock-Baley will continue as the auditor in charge.
The AGM decided that the remuneration to the board of directors shall be paid in a total amount of SEK 2,250,000, of which the chairman of the board of directors shall receive SEK 750,000 and each of the other members of the board of directors shall receive SEK 250,000. Remuneration to the auditor shall be paid as per approved current account.
Resolution regarding the nomination committee and guidelines for remuneration to the management
The AGM resolved to approve the proposed instructions for the nomination committee and the board of directors’ proposal on guidelines for remuneration to the managing director and other senior executives.
Resolution on a Long Term Incentive plan (LTI 2016)
The AGM resolved, in accordance with the board of directors’ proposal, to adopt a Long Term Incentive plan (LTI 2016). The Incentive plan consists of an issue of not more than 711,731 warrants, in one series, within the scope of an employee incentive programme for group management. In total, the incentive programme will encompass a maximum of approximately 10 individuals.
The warrants shall be able to be subscribed for by the wholly-owned subsidiary Dustin AB, which shall transfer the warrants to employees within the group. The transfer of the warrants to the participants shall be made at a price corresponding to the market value of the warrant (i.e. the warrant premium). Based on the number of shares and votes outstanding in the company, the proposed incentive programme implies, upon exercise of all 711,731 warrants, a full dilution corresponding to approximately 1 per cent of the total number of shares and votes outstanding in the company. If all outstanding incentive programmes in the company are included in the calculation, the corresponding maximum level of dilution amounts to approximately 2.5 per cent.
Information about Dustin’s current incentive programmes is available in the annual report for the financial year 2014/15, note 7, and on the company’s website, www.dustingroup.com.
For more information, please contact:
Niklas Alm, IR-chef: niklas.alm@dustin.se, +46 708 24 40 88
This information is such that Dustin Group AB (publ) is required to disclose in accordance with the Swedish Financial Instruments Trading Act and/or the Swedish Securities Market Act. The information was submitted for publication at 16:15 CET on January 19, 2016.
About Dustin
Dustin is one of the leading Nordic resellers of IT products and additional services to companies, the public sector and private individuals. Having its core business within e-commerce, Dustin functions as a bridge between the manufacturer’s large selection and the customer’s needs where Dustin’s employees help customers find the right solution for their needs.
Dustin is a one-stop-shop that offers approximately 200,000 products with associated services, functions and solutions. The operation is conducted in Sweden, Denmark, Norway and Finland.
Dustin has more than 900 employees. Sales during the 2014/15 financial year amounted to approximately SEK 7.9 billion. More than 90 per cent of Dustin’s income derives from the corporate market with a focus on small and medium companies. Dustin is listed on Nasdaq Stockholm since 2015 and has its head office in Nacka in Stockholm.