FöreningsSparbanken’s 2006 Annual General Meeting: A dividend of SEK 7.50 per share
A dividend payment of SEK 7.50 per share was authorised by the Annual General Meeting of FöreningsSparbanken, held on 25th April 2006. The record day for entitlement to receive a dividend is 28th April. The bank anticipates that the dividend will be disbursed on 4th May 2006 through the agency of VPC (the Swedish CSD). The Board of Directors and President were granted a discharge from liability for the 2005 financial year. The AGM approved amendments to the bank’s Articles of Association, including a change to §1 such that the bank’s trading name is now Swedbank AB, and a change to §12, such that the AGM may now be held in Stockholm, Gothenburg, Malmö or Umeå. The AGM also resolved that the bank’s securities operations may, up until the next AGM, acquire and sell the bank’s own shares on an ongoing basis, in order to facilitate these operations. The shareholding acquired by the securities operations may, at no time, exceed 2.5 per cent of all shares in the bank. The AGM also resolved to authorise single or multiple decisions by the bank’s Board, between now and the next AGM, to acquire the bank’s own shares - over and above those acquired by the securities operations - up to a total of 5% of all shares in the bank. These acquisitions may only be made via the Stockholm Stock Exchange and only at a price that lies, when the acquisition is made, within the highest bid price-lowest ask price interval. The AGM further resolved to reduce the bank’s share capital by SEK 298,750,620 by withdrawing, without refund, the shares bought back and held by the bank. The amount by which the share capital is reduced shall be allocated to a fund, for use as resolved by the AGM. The AGM also decided to increase the bank’s share capital by SEK 515,373,412, of which sum an amount corresponding to the reduction in share capital, i.e. SEK 298,750,620, shall be transferred from non-restricted equity and SEK 216,622,792 shall be transferred from the bank’s statutory reserve. No new shares shall be issued as part of the bonus issue. Completion of the bonus issue will increase the nominal value of the share from SEK 20 to SEK 21. The share capital reduction and bonus issue decisions require the consent of the Swedish Financial Supervisory Authority. Finally, the Board was authorised to raise loans, in accordance with the provisions of chapt. 11, §11 of the Swedish Companies Act. This authorisation was necessitated by the revision of the Swedish Companies Act. As a result of the elections held at the AGM, the Board now comprises eight Members. The following current Board Members were re-elected: Ulrika Francke, Berith Hägglund-Marcus, Thomas Johansson, Göran Johnsson, Carl Eric Stålberg and Caroline Sundewall. Mart Laar and Anders Nyblom were elected as new Members. The AGM appointed Carl Eric Stålberg to the position of Chairman of the Board. The AGM laid down the principles for appointing a Nomination Committee. The bank will, in accordance with the Swedish Code of Corporate Governance, publish the names of the members of the Nomination Committee no later than six months before the AGM. Ulrika Francke and Jan Lidén were appointed to the positions of Deputy Chairman and President & CEO, respectively, at the Board Meeting held immediately after the elections held at the AGM. The new composition of the Board and the names of the Auditors are shown in the appendix to this press release. Interested parties will shortly be able to read Carl Eric Stålberg’s and Jan Lidén’s addresses at today’s AGM, or to watch them on web-TV, via FöreningsSparbanken’s website at http://www.fsb.se/ir. For further information: Carl Eric Stålberg, Chairman of the Board, tel. +46 8 585 912 96 Jan Lidén, President & CEO, tel. +46 8 585 922 27 Cecilia Hernqvist, Secretary to the Board, tel. +46 8 585 913 23 Henrik Kolga, Head of Communications, tel. +46 70 811 13 15 --------------------------------------------------------------------------------------------------------------------------------- Appendix The Board of Directors and Auditors of FöreningsSparbanken AB Annual General Meeting, 25 April, 2006 Board Members elected by the AGM: Carl Eric Stålberg, Chairman Ulrika Francke, Deputy Chairman Berith Hägglund-Marcus Thomas Johansson Göran Johnsson Mart Laar Anders Nyblom Caroline Sundewall Employee representatives, Ordinary Members: Gith Bengtsson Monica Hellström Employee representatives, Deputy Members: Bengt Fogelfors Anna-Karin Holst Auditors elected by the AGM: (in 2003 for the period up to the 2007 AGM) Registered public accounting firm: Deloitte AB with Authorised Public Accountant, Jan Palmqvist, as the Auditor in Charge Ernst & Young AB with Authorised Public Accountant, Lars Träff, as the Auditor in Charge Auditor appointed by the Swedish Financial Supervisory Authority Authorised Public Accountant, Ulf Järlebro, BDO Nordic Stockholm AB