ANNUAL GENERAL MEETING IN BONG AB (publ)
The Annual General Meeting in Bong AB (publ) held on 21 May 2014 adopted the following resolutions.
Board of Directors and Auditors
Re-election of Stéphane Hamelin, Mikael Ekdahl, the company’s President and CEO Anders Davidsson, Ulrika Eriksson and Eric Joan and new election of Christian Paulsson as ordinary board members.
Stéphane Hamelin was elected as Chairman of the Board.
Directors’ fees were set at an amount of SEK 300,000 to the Chairman and SEK 150,000 to each of the other board members not employed with the company. Fees for committee work will be paid to the Chairman of the Audit Committee with SEK 100,000 and SEK 50,000 to each member.
Election of the accounting firm PricewaterhouseCoopers AB for a one year period of mandate, consequently up to and including the AGM 2015, whereby the accounting firm has informed that authorised public accountant Eric Salander will continue as auditor in charge. Fees to the auditors will be paid as per agreement.
Disposition of result
The Meeting adopted the proposal of the Board of Directors that no dividend is to be distributed for the financial year 2013 and that the results of the company of SEK 739,522,181 in total, including this year’s result of SEK -21,375,329 should be carried forward.
Nomination Committee
Re-election of Stéphane Hamelin (Holdham S.A.), Ulf Hedlundh (Svolder Aktiebolag) and Christian Paulsson (Paulsson Advisory AB) as members of the Nomination Committe for the AGM 2015. Stéphane Hamelin was elected Chairman of the Nomination Committee.
Remuneration and Audit Committee
At the subsequent statutory board meeting Stéphane Hamelin, Mikael Ekdahl and Christian Paulsson were elected as members of the Remuneration Committee for the period up to the next statutory board meeting. Further, Mikael Ekdahl and Christian Paulsson were elected as members of the Audit Committee for the same period.
Guidelines for remuneration to senior executives
The AGM resolved to establish guidelines for remuneration to senior executives entailing principally that remuneration to senior executives shall consist of fixed salary, variable remuneration, other benefits and pension and that the aggregate remuneration shall be in accordance with market conditions and competitive. The variable part of the salary shall have a pre-deterimined cap and may as a fundamental principle never exceed 60 per cent of the fixed annual salary. The variable part is based on earnings and cash flow as well as individual qualitative goals. Variable remuneration shall not qualify for pension. Pension benefits shall primarily be fee based, but can also for legal reasons be income based, although not at the group management level. The retirement age is 65 years.
The group management’s employment contracts include provisions governing remuneration and termination of employment. According to these agreements, employment can ordinarily cease on notice of termination by the employee within a period of notice of 4-12 months and on dismissal by the company within a period of notice of 6-18 months. On dismissal by the company, the period of notice and the period during which compensation is payable shall not together exceed 24 months. The guidelines in full are published on the company’s website.
Malmö, 21 May 2014
Bong AB (publ)
The Board of Directors
For further information, please contact Anders Davidsson, President and CEO of Bong AB. Telephone (switchboard) +46 44 20 70 00, (direct no) +46 44 20 70 80, (mobile) +46 70 545 70 80.
This information is of the kind that Bong AB (publ) is obliged to publish pursuant to the Securities Market Act and/or the Financial Instruments Trading Act. The information was given for publication at 6.15 p.m. on 21 May 2014.
Bong is a leading provider of specialised packaging and envelope products in Europe, offering solutions for distribution and packaging of information, advertising materials and lightweight goods. Important growth areas in the Group are the Propac packaging concept and Russia. The Group has annual sales of approximately SEK 2.5 billion and about 2,000 employees in 15 countries. Bong has strong market positions in the majo¬rity of key markets in Europe, and the Group sees interesting possibilities for continued expansion and development. Bong is a public limited company and its shares are listed on NASDAQ OMX Stockholm Small Cap.
