BillerudKorsnäs AB (publ) have today, 7 May, held its annual general meeting. The following resolutions were made at the meeting.
Adoption of income statement and balance sheet, resolution on dividend
At the Annual General Meeting, the income statement and the balance sheet as well as the consolidated income statement and consolidated balance sheet for 2012 were adopted. In accordance with the Board’s proposal, the meeting decided that SEK 2 per share should be distributed to the shareholders and that the record date for the dividend should be 13 May 2013. The dividend is estimated to be delivered from Euroclear Sweden AB on 16 May 2013.
Election of Board members and Chairman of the Board
The meeting decided to re-elect Hannu Ryöppönen, Mia Brunell Livfors, Jan Homan, Lennart Holm, Gunilla Jönson, Michael M.F. Kaufmann, Wilhelm Klingspor and Mikael Larsson as ordinary Board members. The meeting also decided to re-elect Hannu Ryöppönen as Chairman of the Board.
Election of auditor
The meeting decided to re-elect the registered accounting firm Ernst & Young AB as the company's auditor for the period until the close of the 2014 Annual General Meeting. Ernst & Young AB will appoint the authorised public accountant Lars Träff as auditor-in-charge.
Nominations Committee for 2014 Annual General Meeting
The meeting decided that the nomination committee shall comprise four members. During the autumn of 2013, the Chairman of the Board shall contact the major shareholders (judged by size of shareholding) regarding the formation of a Nomination Committee. The names of the members of the Nomination Committee, and the names of the shareholders they represent, shall be announced no later than six months before the 2014 Annual General Meeting.
The introduction of a Long Term Incentive Programme and transfer of shares under the Long Term Incentive Programme ("LTIP 2013")
The meeting decided on the introduction of LTIP 2013 and on transfer of shares under LTIP 2013. LTIP 2013 comprises a total of maximum 25 managers and other key employees within the BillerudKorsnäs Group. To participate in LTIP 2013, the participants must purchase BillerudKorsnäs shares at market price on NASDAQ OMX Stockholm. Previously held BillerudKorsnäs shares may also be included in the required investment. Thereafter, the participants will, after a three year vesting period, free of charge, be allotted BillerudKorsnäs shares, provided that certain conditions are fulfilled, such as certain performance conditions relating to financial targets. In order to facilitate allotment of shares, the meeting decided to approve a transfer, free of charge, of no more than 325,600 BillerudKorsnäs shares held in treasury to the participants in LTIP 2013.
Decision to amend the Articles of Association regarding the object of the company’s business
The Meeting decided to amend the Articles of Association so that the object of the company’s business shall be to, directly and indirectly, carry on forest industry operations, which includes producing and selling pulp, paper and board as well as packaging materials and packaging solutions made thereof, carry on production of electric power and energy generation, as well as to carry on other activities associated therewith.
Furthermore the meeting decided on discharge from personal liability for Board Members and the CEO for their administration for the year 2012, on fees for Board Members and remuneration for Committee work and fees for the auditors, and to approve the Board’s proposal for guidelines for remuneration to senior executives.
For further information, please contact:
Hannu Ryöppönen, Chairman of the Board of Directors, +44 7788 882627
Sophie Arnius, Investor Relations & Financial Media Director, +46 8 553 335 24, +46 70 590 80 72
The information is such that BillerudKorsnäs Aktiebolag (publ) is obligated to publish under the Swedish Securities Market Act. Submitted for publication at 16.45 CET, 7 May 2013.