Statement from Annual General Meeting of Knowit AB
Published: 27 April, 2016
Knowit AB (publ) has this day held its Annual General Meeting and resolved upon the following:
Board of Directors
The AGM re-elected Mats Olsson, (chairman), Carl-Olof By, Liselotte Hägertz Engstam, Camilla Monefeldt Kirstein, Jon Risfelt, Pekka Seitola, and election of Eva Elmstedt, as Board of Directors.
Öhrlings PricewaterhouseCoopers AB was re-elected until the end of the AGM 2017, with Anna-Clara af Ekenstam as principal auditor.
The AGM resolved upon a dividend of SEK 3.25 per share for the fiscal year 2015, with the record date of April 29, 2015. The dividend is expected to be issued on May 4, 2015.
Nomination committee for the AGM 2017
For the AGM 2017, the Nomination Committee shall consist of one representative for each of the three largest registered shareholders in terms of votes, on September 30, 2016, and the Chairman of the Board, who shall convene the first meeting of the committee. The names of the members of the Nomination Committee with information about which shareholders they represent will be announced in conjunction with the Company's third quarter report 2016.
Guidelines for remuneration to senior executives
The AGM resolved on guidelines for remuneration to senior executives. Remuneration will consist of fixed salary, a variable component as well as pension and other benefits.
The variable compensation is on condition that the Company does not show a loss for the year the compensation refers to. Variable compensation will be maximized and never exceed the fixed portion. Variable compensation shall not be pensionable.
Authorization for the Board to approve offest issue
The AGM decides on directed issues of in total no more than 550,000 shares, whereby the share capital of the Company may increase with in total no more than SEK 550,000, and that the issues shall be directed to the sellers of shares in Amende AS, further the non-controlling interest shares in the subsidiaries Knowit Experience Holding AS, Knowit Stavanger AS, Knowit Infra Syd AB and Knowit Infrastructure Göteborg AB, as well as synthetic options drawn on Knowit Skåne AB.
The final number of newly issued shares can be lower – but not higher – than the maximum number 550,000 shares, as stated above.
The five trading days mentioned shall be from May 2 to May 9 2016. Subscription can occur no earlier than May 11 2016 and no later than May 13 2016. Each seller’s and option holder’s payment for subscribed shares will be made at subscription through off-set of each seller’s claim for purchase price or the option holder’s claim for compensation. Over-subscription is not allowed.