Annual General Meeting 2010
ID: 21001
(Thomson Reuters ONE) -
Tele2 AB (publ) today announced that the Company's Annual General Meeting (AGM)
held today voted to support all of the resolutions proposed to the AGM.
The AGM re-elected Mia Brunell Livfors, John Hepburn, Mike Parton, John
Shakeshaft, Cristina Stenbeck and Jere Calmes and elected Lars Berg and Erik
Mitteregger as directors of the Board for the period until the close of the next
AGM. Further, the AGM elected Mike Parton as Chairman of the Board. The AGM
discharged the directors of the Board and the CEO from liability for the
financial year 2009. Further the AGM resolved in accordance with the proposal of
the Board of Directors on an ordinary dividend of SEK 3.85 per share and an
extraordinary dividend of SEK 2 per share, in total SEK 5.85 per share. The
record date was decided to be Thursday 20 May 2010. The dividend is estimated to
be paid out by Euroclear Sweden on Tuesday 25 May 2010.
The AGM resolved to:
for the period until the close of the next AGM in accordance with the following.
A total Board remuneration of SEK 4,975,000, for the period until the close of
the next Annual General Meeting, of which SEK 1,200,000 shall be allocated to
the Chairman of the Board, SEK 450,000 to each of the directors of the Board and
total SEK 625,000 for the work in the committees of the Board of Directors. For
work within the Audit Committee it was resolved that SEK 200,000 shall be
allocated to the Chairman and SEK 100,000 to each of the other three members and
for work within the Remuneration Committee it was resolved that SEK 50,000 shall
be allocated to the Chairman and SEK 25,000 to each of the other three members.
Furthermore, it was resolved that the remuneration to the auditor shall be paid
in accordance with approved invoices.
the election of the Board of Directors and auditor. The work of preparing a
proposal on the directors of the Board and auditor, in the case that an auditor
should be elected, and their remuneration as well as the proposal on the
Chairman of the Annual General Meeting of 2011 shall be performed by a
Nomination Committee. The Nomination Committee will be formed during October
2010 in consultation with the largest shareholders of the Company as per 30
September 2010. The Nomination Committee will consist of at least three members
representing the largest shareholders of the Company. The Nomination Committee
is appointed for a term of office commencing at the time of the announcement of
the third quarter report in 2010 and ending when a new Nomination Committee is
formed. The majority of the members of the Committee may not be directors of the
Board of Directors or employed by the Company. If a member of the Committee
resigns before the work is concluded, a replacement member may be appointed
after consultation with the largest shareholders of the Company. However, unless
there are special circumstances, there shall not be changes in the composition
of the Nomination Committee if there are only marginal changes in the number of
votes, or if a change occurs less than three months prior to the Annual General
Meeting. Cristina Stenbeck will be a member of the Committee and will also act
as its convenor. The members of the Committee will appoint the Committee
Chairman at their first meeting. The Nomination Committee shall have the right
to upon request receive personnel resources such as secretarial services from
the Company, and to charge the Company with costs for recruitment consultants if
deemed necessary.
remuneration to the senior executives.
(the "Plan"). The Plan includes in total approximately 150 senior executives and
other key employees within the Tele2 group. The participants in the Plan are
required to own shares in Tele2. These shares can either be shares already held
or shares purchased on the market in connection with notification to participate
in the Plan. Thereafter the participants will be granted, by the Company free of
charge, retention rights and performance rights on the terms resolved by the
AGM. Subject to fulfilment of certain retention and performance based
conditions, the participant maintaining the employment within the Tele2 group at
the date of the release of the interim report January - March 2013 and subject
to the participant maintaining the invested shares, each right entitles the
employee to receive one Class B share in the Tele2. The Plan has the same
structure as the plan that was adopted at the 2009 AGM.
Maximum 1,180,000 Class C shares held by the Company after reclassification into
Class B shares may be transferred to participants under the Plan.
resolution on one or more occasions for the period up until the next Annual
General Meeting on repurchasing so many Class A and/or Class B shares that the
Company's holding does not at any time exceed 10 percent of the total number of
shares in the Company. The repurchase of shares shall take place on the NASDAQ
OMX Stockholm and may only occur at a price within the share price interval
registered at that time, where share price interval means the difference between
the highest buying price and lowest selling price. Furthermore, the Board of
Directors was authorised to pass a resolution on one or more occasions for the
period up until the next Annual General Meeting on transferring the Company's
own Class A and/or Class B shares on the NASDAQ OMX Stockholm or in connection
with an acquisition of companies or businesses. The transfer of shares on the
NASDAQ OMX Stockholm may only occur at a price within the share price interval
registered at that time. The authorisation includes the right to resolve on
disapplication of the preferential rights of shareholders and that payment shall
be able to be made in other forms than cash. The purpose of the authorisations
is so that the Board of Directors obtains increased freedom to act and obtains
the ability to continuously adapt the Company's capital structure and thereby
contribute to increased shareholder value as well as have the ability to finance
future acquisitions.
At the Constituent Board Meeting following the AGM, an Audit Committee and a
Remuneration Committee were appointed. John Shakeshaft was appointed as Chairman
of the Audit Committee and Mia Brunell Livfors, Jere Calmes and Erik Mitteregger
were appointed as members of the committee. John Hepburn was appointed as
Chairman of the Remuneration Committee and Mia Brunell Livfors, Jere Calmes and
Mike Parton were appointed as members of the committee.
Contacts
Lars Torstensson, Investor Inquiries, Telephone: +46 702 73 48 79
Pernilla Oldmark, Press Inquiries, Telephone: +46 704 26 45 45
TELE2 IS ONE OF EUROPE'S LEADING TELECOM OPERATORS, ALWAYS PROVIDING THE BEST
DEAL. We have 28 million customers in 11 countries. Tele2 offers mobile
services, fixed broadband and telephony, data network services, cable TV and
content services. Ever since Jan Stenbeck founded the company in 1993, it has
been a tough challenger to the former government monopolies and other
established providers. Tele2 has been listed on the NASDAQ OMX Stockholm since
1996. In 2009, we had net sales of SEK 39.5 billion and reported an operating
profit (EBITDA) of SEK 9.4 billion.
Tele2 is required to make public the information in this press release in
accordance with the Securities Market Act. The information was released for
publication on 17 May, 2010 at 16:00 (CET).
[HUG#1416399]
Press release: http://hugin.info/133413/R/1416399/366992.pdf
Unternehmensinformation / Kurzprofil:
Datum: 17.05.2010 - 16:18 Uhr
Sprache: Deutsch
News-ID 21001
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contact information:
Town:
Stockholm
Kategorie:
Business News
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