At the Annual General Meeting of Lifco AB held in Stockholm on 4 May 2017, the following main resolutions were made:
In accordance with the proposal of the Board of Directors and the CEO, the Meeting resolved to declare a dividend of SEK 3.50 per share. 8 May 2017 was determined as record date for dividend.
Election of Board of Directors
Carl Bennet, Gabriel Danielsson, Ulrika Dellby, Erik Gabrielson, Ulf Grunander, Annika Espander Jansson, Fredrik Karlsson, Johan Stern and Axel Wachtmeister were re-elected as members of the Board. Anna Hallberg was elected new member of the Board. Carl Bennet was re-elected Chairman of the Board.
Fees to the Board of Directors
It was resolved that remuneration to the Board of Directors shall amount to a total of SEK 5,750,000, excluding remuneration for Committee work, of which SEK 1,150,000 to the Chairman and SEK 575,000 to each of the other Board members elected by the Meeting who are not employees of Lifco Group. In addition, the Meeting resolved that work in the Audit Committee shall be compensated with SEK 200,000 to the Chairman and SEK 100,000 to each of the other members, while work in the Remuneration Committee shall be compensated with SEK 126,000 to the Chairman and SEK 70,000 to each of the other members.
Election of auditor
The registered public accounting firm PricewaterhouseCoopers AB was re-elected auditor of the company for a term of one year. PricewaterhouseCoopers has informed that Erik Salander will be the principal auditor. It was resolved that auditor fees shall be paid as agreed.
The Meeting resolved to instruct the Chairman of the Board to convene a Nomination Committee for the AGM 2018, composed of the Chairman of the Board, one representative of each of the Company’s five largest shareholders as per 31 August 2017, as well as one representative of the minority shareholders. The Nomination Committee shall perform such duties that fall on the Nomination Committee in accordance with the Swedish Code of Corporate Governance.
Guidelines for Remuneration to Senior Executives
The Meeting approved the proposal of the Board regarding guidelines for remuneration to senior executives, which principally entail the following. Remuneration and other terms and conditions of employment for senior executives shall be based on market conditions and be competitive in all markets where Lifco operates, to ensure that competent and skillful employees can be attracted, motivated and retained. The total remuneration to senior executives shall comprise basic salary, variable remuneration, pensions and other benefits. The basic salary shall be based on the areas of responsibility and experience of the individual executive. Basic salary and variable remuneration must be in proportion to the responsibility and authority of the executive concerned. The variable remuneration shall be connected to predetermined and measurable criteria elaborated with the purpose to promote the long-term added value of the Company. The Board shall retain the right to deviate from the guidelines if motivated by particular reasons on an individual basis.
Amendment of the Articles of Association
The Meeting resolved in accordance with the proposal of the Board on a change in the number of Board members as stipulated in § 7 in the Articles of Association. The new wording in § 7 is “The board of directors elected by the shareholders’ meeting shall consist of not less than three members and not more than ten members with no deputy members.”.
The decisions can be read in full at www.lifco.se.
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Lifco in brief
Lifco acquires and develops market-leading niche businesses with the potential to deliver sustainable earnings growth and robust cash flows. The Group has three business areas: Dental, Demolition & Tools and Systems Solutions. Lifco is guided by a clear philosophy centred on long-term growth, a focus on profitability and a strongly decentralised organisation. At year-end, the Lifco Group consisted of 132 companies in 26 countries. In 2016, the Group reported EBITA of SEK 1,377 million on net sales of SEK 9.0 billion. The EBITA margin was 15.3 per cent. Read more at www.lifco.se