Annual General Meeting of Securitas Systems AB (publ)

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At today's Annual General Meeting of Securitas Systems AB (publ) the following, among other matters, was resolved:

Board of Directors
The Annual General Meeting resolved that the number of Board members shall be seven with no deputy members. The Meeting re-elected Carl Douglas, Tomas Franzén, Eva Lindqvist, Melker Schörling and Juan Vallejo and elected as new Board members Anders Böös and Ulrik Svensson. Melker Schörling was re-elected Chairman of the Board. The fee to the Board members was determined to SEK 1,400,000 in total, apportioned so that the Chairman of the Board shall receive SEK 400,000 and the other Board members, except for the President, SEK 200,000 each.

Nomination Committee
The Meeting re-elected Melker Schörling, Gustaf Douglas and Marianne Nilsson (Swedbank Robur Fonder) and elected Mats Tunér (SEB Fonder) as members of the Nomination Committee before the Annual General Meeting 2008. Gustaf Douglas was appointed Chairman of the Committee.

Dividend
In accordance with the proposal of the Board, the Meeting resolved to declare a dividend of SEK 0.40 per share. 14 May 2007 was determined as record date for the dividend, and payment from the Central Securities Depository (Sw: VPC) is expected to commence on
18 May 2007.

Guidelines for remuneration to senior executives
The Annual General Meeting resolved on adoption of guidelines for remuneration to senior executives principally entailing that the remuneration and other terms of employment shall be competitive and in accordance with market conditions in order to ensure that the Securitas Systems Group will be able to attract and keep competent senior executives. The guidelines entail that the senior executives may, in addition to a fixed basic salary, receive a variable remuneration, which shall have a predetermined cap and be based on the outcome in relation to earnings targets (and in certain cases other key ratios) within the individual area of responsibility. The variable remuneration shall amount to a maximum of 75 per cent of the fixed annual salary for the President, and to a maximum of 60-75 per cent of the fixed annual salary for individuals of the group management. The undertakings of the company as regards variable remuneration, may at maximal outcome for the present members of the senior management during 2007, amount to a maximum of MSEK 6. In addition to the abovementioned variable remuneration, share or share price related incentive programs may be implemented from time to time. Pension right for senior executives shall be applicable as from the age of 65 at the earliest. The pension plans for the management shall principally be fee-based. Other benefits, such as special health insurance or occupational health service, shall be provided to the extent this is considered customary for senior executives holding equivalent positions on the employment market where the senior executive is active. In case of termination by the company, the notice period for all senior executives shall amount to a maximum of twelve months and 24 months for the CEO. Severance pay, not exceeding twelve months basic salary, may be paid after the end of the notice period. In case of resignation by a senior executive, the notice period shall amount to a maximum of six months and no severance pay shall be awarded. The Board shall be entitled to deviate from the guidelines in individual cases if there are particular grounds for such deviation. The full guidelines can be found on the company website.

Proposal for resolution on an incentive program for certain employees in the Securitas Systems Group, directed issue of subscription warrants and approval of transfer of subscription warrants, etc.

The Meeting resolved to implement an Incentive Program comprising approximately 60 senior executives within the Securitas Systems Group (“Incentive Program 2007/2012”). The program entails that senior executives and key-employees shall be offered to acquire subscription warrants at market price.

The reasons for implementing the warrant program is that Securitas Systems AB wishes to introduce an incentive for senior executives and key-employees within the group, whereby they can be offered the opportunity to take part in an increase in value of the company’s share. This is expected to increase the interest in the company’s development – as well as in the company’s share price development – and to stimulate a continued company loyalty over the forthcoming years. The Incentive Program 2007/2012 is however only directed to such key-employees, who in their employment have a distinct responsibility for the company’s development and a significant possibility to affect this.

To be able to introduce the Incentive program 2007/2012, the Meeting also resolved on a directed issue of five million subscription warrants with a right to new subscription of shares of series B in the Company, in accordance with the proposal from the Board of Directors. With deviation from the shareholders’ preferential rights the participants will be offered to acquire subscription warrants at market price according to the Black and Scholes model. Each subscription warrant shall entitle to subscription of one new share of series B in Securitas Systems AB for SEK 30, however not less than the par value of the share. Subscription for shares in the company under the subscription warrants will take place during the time period commencing on 30 June 2007 up to and including 30 June 2012.

The reasons for disregarding the shareholders’ preferential rights are that the directed issue is necessary to implement Incentive Program 2007/2012, which the Annual General Meeting believes will be beneficial for the senior executives and key-employees comprised by the program as well as the company’s shareholders and the company itself. Incentive Program 2007/2012 offers employees the opportunity to take part in the economic growth of the company, maintain the confidence of the company and increase the value of the share.

Amendment of the Articles of Association
The Annual General Meeting approved of the Board’s proposal to amend the Articles of Association implying that the provision in § 7 regarding notices to attend a general meeting is adjusted so that such notice shall be published in Svenska Dagbladet, Dagens Industri and Post och Inrikes Tidningar (the Swedish Official Gazette).

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