Report from the Annual General Meeting of VBG Group AB on 24 April 2019
Dividend
The Annual General Meeting (AGM) adopted a dividend of SEK 3.50 per share, plus an extra dividend of SEK 1.00. This means a total dividend of SEK 4.50 per share. The record date is 26 April 2019. The dividend is expected to be distributed by Euroclear Sweden AB starting 2 May 2019.
Remuneration
The AGM resolved on remuneration of the Board of Directors and committees totalling SEK 1,750,000, of which SEK 600,000 to the Chairman of the Board, and SEK 250,000 to other members. No Board fee is paid to the Managing Director. SEK 100,000 shall be paid to the Audit Committee and SEK 50 000 to the Compensation Committee, to be distributed by the Board of Directors. Fees to auditors shall be paid as billed, upon approval, for work performed.
Election of the Board of Directors and auditors
Johnny Alvarsson, Louise Nicolin, Peter Augustsson, Jessica Malmsten, Mats R Karlsson and Anders Birgersson were re-elected to the Board. Peter Hansson will resign, on his own request, as Chairman of the Board. Johnny Alvarsson was elected as Chairman of the Board. Öhrlings PricewaterhouseCoopers AB was elected as auditor with authorised public accountant Johan Malmqvist as auditor in charge.
Guidelines and other terms of employment for senior officers
The AGM resolved to accept the proposed guidelines for remuneration and other terms of employment for senior officers. The guidelines primarily entail that market-related salaries and terms of employment shall be applicable for Group Management. In addition to a fixed annual salary, Group Management may also receive variable remuneration that is limited and based on the Group’s financial performance compared with established goals. In addition, long-term variable remuneration in the form of shares and/or share-based instruments in VBG Group AB can be paid out through participation in long-term incentive programmes decided by the General Meeting.
Authorization
The AGM authorized, the Board to resolve on one or more occasions up until the next AGM, 2020, that repurchased shares can be transferred, notwithstanding the shareholders’ pre-emption rights, and that non-cash payment can be made for such transferred shares. This authorisation enables the Board to sell the Company’s own shares as payment for acquired companies.
Nominating Committee
The AGM resolved, since Reidar Öster resigns, on his own request, in accordance with the proposal from shareholders representing more than 75 per cent of the votes in the Company, that Göran Bengtsson, Herman Kreftings Foundation for Allergy- and Asthma Research assume the role as Chairman, together with Johnny Alvarsson, Johan Lannebo and Per Trygg shall constitute the Nominating Committee ahead of the 2020 AGM.
Vänersborg, 24 April 2019
VBG Group AB (publ)
For further information, please contact:
Johnny Alvarsson
Chairman of the Board
Tel: +46 705 89 17 95
VBG Group AB (publ), domiciled in Vänersborg, is the Parent company of an international engineering Group with wholly owned companies in Europe, North America, Brazil, South Africa Australia, India and China. The Group’s operations are divided into four divisions – VBG Truck Equipment, Edscha Trailer Systems, Mobile Climate Control and Ringfeder Power Transmission – with products that are marketed under strong, well-known brands. VBG Group AB’s Series B share was introduced on the stock exchange in 1987 and is listed today on the Nasdaq Stockholm Mid Cap list.
This information is of the type that VBG Group AB is obligated to disclose in accordance with the EU Market Abuse regulation and/or the Securities Markets Act. The information was submitted for publication, through the agency of the contact person set out above, at 6.30 p.m. on 24 April 2019.
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