Elos Medtech AB (publ) - Annual General Meeting 2017
The Annual General Meeting (AGM) resolved
- Dividens for fiscal year 2016 of SEK 1.30 per share
Elos Medtech’s 2017 Annual General Meeting (AGM)
The AGM of Elos Medtech AB (publ) was held on 26 April 2017 in Gothenburg.
Dividend
The AGM resolved that a dividend for the 2016 financial year would be paid in an amount of SEK 1.30 per share, a total of SEK 7,866,300.
The record date for paying the dividend on common shares is 28 April 2017 and payment of the dividend will be executed no earlier than 4 May 2017.
Discharge from liability
The AGM discharged the Board members and the CEO from personal liability for the 2016 financial year.
Board of Directors and Auditor
Agneta Bengtsson Runmarker, Anders Birgersson, Jeppe Magnusson, Yvonne Mårtensson, Mats Nilsson and Thomas Öster were re-elected members and Jon Risfelt was elected as new member of the Board. Prior to the AGM, Stig-Arne Blom had declared that he would not be standing for re-election. Yvonne Mårtensson was elected as new Chairman of the Board. ÖhrlingsPricewaterhouseCoopers AB was re-elected as auditor. Bror Frid will continue to serve as Auditor-in-Charge.
The AGM resolved that director fees would be payable in an amount of SEK 400,000 to the Chairman of the Board and SEK 175,000 to each of the other Board members. Fees for work on the Audit Committee will be payable in an amount of SEK 60,000, to be distributed according to decisions by the Board of Directors. It was also resolved that it would be possible for Board members to invoice their fees from a company owned by them, assuming that the Swedish Tax Agency’s criteria for such invoicing have been fulfilled and it is cost neutral for the company. In such cases, the fee will be adjusted by statutory social security contributions.
The AGM also resolved that that special remuneration would be payable in the form of a consulting fee should the Chairman or a Member of the Board, following a decision made by the Board of Directors, be required to perform duties that are not included in the normal work of the Board of Directors. For this purpose, the AGM resolved that such payments be subject to a limit of SEK 100,000, payable following decisions by the Board of Directors.
A resolution was also passed that auditor’s fees would be paid in return for approved invoices.
Resolution authorising the Board of Directors to issue shares
The AGM authorised the Board, on one or several occasions up to the next AGM, to make decisions on the issue of Class B shares, either applying or dis-applying the preferential rights of shareholders. It is to be possible to issue shares against cash payment, payment in kind, the offsetting of debt or in some other manner according to the requirements of Chapter 2, Section 5, second paragraph of the Swedish Companies Act. The number of share that will be issuable pursuant to the authorisation will be limited to 10% of the shares outstanding at any given time. Should the Board decide on a share issue dis-applying the preferential rights of shareholders, the purpose must be for acquiring companies or raising capital for company acquisitions. When making decisions to disapply the preferential rights of shareholders, the subscription price must be market based at the date of the issue decision.
Resolution concerning amendment of the Articles of Association
The AGM resolved to change the company’s registered office to Gothenburg Municipality. In addition, certain editorial amendments were made to Article 13 of the Articles of Association.
Other resolutions
Moreover, the AGM resolved on principles for appointing a Nomination Committee and guidelines for remuneration of senior executives.
For further information, contact:
Jan Wahlström, President and CEO, +46 70 212 18 89, jan.wahlstrom@elosmedtech.com Christian Bergaust, CFO, +46 70 293 50 40, christian.bergaust@elosmedtech.com
The information in this interim report is such that Elos Medtech AB (publ) is obligated to publish in accordance with the EU Market Abuse Regulation. The information was issued for publication by the contact person stated above on 27 April 2017, at 13:30 (CET).
For further information about the Elos Group, visit www.elosmedtech.com
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