Ericsson's Annual General Meeting 2012
(firmenpresse) - STOCKHOLM, SWEDEN -- (Marketwire) -- 05/03/12 --
Telefonaktiebolaget LM Ericsson's Annual General Meeting was held on May
3, 2012 in Stockholm.
Dividend
The proposed dividend of SEK 2.50 per share was adopted. The record day for
dividend was set to Tuesday, May 8, 2012. Payment from Euroclear Sweden AB
is
expected to take place on Friday, May 11, 2012.
Adoption of the Profit and Loss Statements and the Balance Sheets
The AGM resolved to adopt the Profit and Loss Statement and the Balance
Sheet
for the Parent Company as well as the Consolidated Profit and Loss
Statement and
the Consolidated Balance Sheet for the Group for 2011. The members of the
Board
of Directors and the President were discharged from liability for the
fiscal
year 2011.
Board of Directors
In accordance with the proposal of the Nomination Committee, Leif Johansson
was
re-elected Chairman of the Board of Directors and Roxanne S. Austin, Sir
Peter
L. Bonfield, Börje Ekholm, Ulf J. Johansson, Sverker Martin-Löf,
Nancy
McKinstry, Anders Nyrén, Hans Vestberg, Michelangelo Volpi and Jacob
Wallenberg
were re-elected to the Board. Alexander Izosimov was elected new member of
the
Board of Directors.
Board of Directors' Fees
The AGM approved the Nomination Committee's proposal for a yearly fee to
the
Chairman in the amount of SEK 3,750,000 (unchanged), and fees to
non-employed
members of the Board, elected by the AGM, in the amount of SEK 875,000 each
(previously SEK 825,000).
Fees for Committee work to non-employed members of the Committees, elected
by
the AGM, were approved as follows (unchanged); SEK 350,000 to the Chairman
of
the Audit Committee and SEK 250,000 to each of the other members of the
Audit
Committee, SEK 200,000 to the Chairmen of the Finance and Remuneration
Committee
and SEK 175,000 to each of the other members of the Finance and
Remuneration
Committee.
The AGM approved the Nomination Committee's proposal to enable payment of
part
of the fees to the Directors, in respect of the Board assignment, in the
form of
synthetic shares.
Nomination Committee
The AGM also approved the proposal for an instruction for the Nomination
Committee to apply until the general meeting of shareholders resolves
otherwise.
Auditor
The AGM elected PricewaterhouseCoopers AB auditor for the period up until
the
end of the AGM 2013.
Guidelines for Remuneration to Group Management
In accordance with the Board of Directors' proposal, the AGM resolved to
approve
the guidelines for remuneration to Group Management.
Long-Term Variable Remuneration Program (LTV)
In accordance with the Board of Directors' proposals, the AGM resolved as
follows.
LTV 2012 and transfer of treasury stock, directed share issue and
acquisition
offer
· Implementation of LTV 2012, with the same structure as
previous
programs. The program comprises in total up to 31.7 million B shares and
includes the Stock Purchase Plan for all employees, the Key Contributor
Retention Plan and the Executive Performance Stock Plan. All plans are
based on
the employees' own investment in Ericsson shares. If the shares are
retained for
a period of three years and the employment remains, the participants obtain
matching shares from the company. The following performance criteria were
resolved for the Executive Performance Stock Plan 2012; net sales compound
annual growth rate between 2 and 8 percent (2011-2014), operating income
compound annual growth rate between 5 and 15 percent (2011-2014), and cash
conversion at or above 70 percent annually (2012, 2013 and 2014).
· A directed issue of 31.7 million C shares to AB
Industrivärden and
Investor AB or subsidiaries of these companies, at a subscription price
corresponding to the ratio value of the share, i.e. SEK 5.
· Authorization for the Board of Directors to, prior to the
AGM 2013,
resolve on an acquisition offer of the 31.7 million C shares at a price per
share of no less than SEK 5 and no more than SEK 5.10. Following the
acquisition, the C shares will, in accordance with the articles of
association,
be converted to B shares, which thereafter can be transferred to employees
and
on an exchange.
· Transfer of 26.2 million B shares during the period November
2012 up
to and including November 2016, free of consideration, to employees covered
by
the terms of the LTV 2012.
· Transfer, prior to the AGM 2013, of 5.5 million B shares on
NASDAQ OMX
Stockholm at a price within the, at each time, prevailing price interval
for the
share, to cover certain expenses, mainly social security charges.
The Company has approximately 3.3 billion shares in issue. As per today,
the
Company holds approximately 60 million shares in treasury. The 31.7 million
B
shares allocated for LTV 2012 now correspond to approximately 0.99 percent
of
the total number of outstanding shares.
Transfer of treasury stock for previously resolved LTV programs
· Transfer of approximately 15.5 million B shares on NASDAQ
OMX
Stockholm prior to the AGM 2013 to cover certain expenses, mainly social
security charges, which may occur in relation to the Long-Term Variable
Remuneration Programs 2008, 2009, 2010 and 2011.
Proposal on voting rights
The AGM resolved not to approve Einar Hellbom's proposal to delegate to the
Board of Directors to review and present to the next AGM how the shares are
to
be given equal voting rights.
NOTES TO EDITORS
Our multimedia content is available at the broadcast room:
Ericsson is the world's leading provider of communications technology and
services. We are enabling the Networked Society with efficient real-time
solutions that allow us all to study, work and live our lives more freely,
in
sustainable societies around the world.
Our offering comprises services, software and infrastructure within
Information
and Communications Technology for telecom operators and other industries.
Today
more than 40 percent of the world's mobile traffic goes through Ericsson
networks and we support customers' networks servicing more than 2 billion
subscribers.
We operate in 180 countries and employ more than 100,000 people. Founded in
1876, Ericsson is headquartered in Stockholm, Sweden. In 2011 the company
had
revenues of SEK 226,9 billion (USD 35.0 billion). Ericsson is listed on
NASDAQ
OMX, Stockholm and NASDAQ, New York stock exchanges.
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Datum: 03.05.2012 - 16:41 Uhr
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