A summary of the resolutions passed is presented below. All resolutions were passed in accordance with the proposals made available to the shareholders before the Annual General Meeting.
Resolution on adoption of accounts and discharge from liability for the financial year 2017/2018
The income statement and balance sheet and consolidated income statement and consolidated balance sheet for 2017/2018 were adopted. The Annual General Meeting resolved to discharge the Board of Directors and the Chief Executive Officers from liability for the financial year 2017/2018.
Resolution regarding dividend
In accordance with the proposal from the Board of Directors, the Annual General Meeting resolved on a cash dividend of SEK 2.00 per share to be distributed for 2017/2018, corresponding to a total of SEK 153,640,760, and that the remaining profit is carried forward. Record day for the dividend was determined to Monday 10 December 2018. Expected date of payment of dividend via Euroclear Sweden AB is Thursday 13 December 2018.
Determination of fees to the Board of Directors and the Auditor
The Annual General Meeting resolved that the fees to the Board of Directors and its committees shall be paid with SEK 2,019,000, whereas the Chairman of the Board of Directors is awarded SEK 400,000 and each other elected member of the Board of Directors is awarded SEK 200,000. The chairman of the Audit Committee is awarded SEK 160,000 and each other member of the Audit Committee is awarded SEK 100,000, and the chairman of the Remuneration Committee is awarded SEK 35,000 and each other member of the Remuneration Committee is awarded SEK 12,000. It was resolved that the fees to the accounting firm shall be unchanged in accordance with customary standards and approved invoice.
Election of the Board of Directors
In accordance with the proposal from the Nomination Committee, the Annual General Meeting resolved to elect seven ordinary members of the Board of Directors. Anders Bülow, Cecilia Kocken, Göran Bille, Kicki Olivensjö, Pia Rudengren, Susanne Holmberg and Thomas Gustafsson were re-elected as ordinary members of the Board of Directors. Anders Bülow was re-elected as Chairman of the Board of Directors. Consequently, the members of the Board of Directors elected by the Annual General Meeting are Anders Bülow (Chairman), Cecilia Kocken, Göran Bille, Kicki Olivensjö, Pia Rudengren, Susanne Holmberg and Thomas Gustafsson.
Election of accounting firm
In accordance with the proposal from the Nomination Committee and the recommendation from the Audit Committee, the Annual General Meeting resolved to elect an accounting firm. PwC (Öhrlings PricewaterhouseCoopers AB) was re-elected as accounting firm with Eva Carlsvi as the principally responsible auditor. The engagement will run until the next Annual General Meeting.
Instructions and charter for the Nomination Committee
The Annual General Meeting resolved to adopt the proposal from the Nomination Committee on instructions and charter for the Nomination Committee. The Nomination Committee shall consist of four ordinary members, who shall be appointed by the four largest shareholders as of April 30. The term largest shareholders refers to shareholders registered with Euroclear Sweden AB and grouped by ownership as of April 30.
Remuneration policy for the company management
The Annual General Meeting resolved to adopt the proposal from the Board of Directors on a remuneration policy for the company management. The remuneration policy implies that the Chief Executive Officer and Chief Financial Officer may be offered a bonus of a maximum of 50 percent of the fixed salary and that other management persons may be offered a bonus of a maximum of 33 percent of the fixed salary. The remuneration policy is substantially the same as the one adopted by the previous Annual General Meeting.
All resolutions of the Annual General Meeting were passed with the requisite majority.
The information was submitted for publication, through the agency of the contact person set out below, at 12.45 pm CET on 6 December 2018.
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KappAhl was founded in Gothenburg in 1953 and is a leading fashion chain in the Nordic region with 370 KappAhl and Newbie stores, including Shop Online, in Sweden, Norway, Finland, Poland and Great Britain. Our business idea is to offer value-for-money fashion of our own design to the many people. Sustainability-labeled fashion accounts for 57 per cent of the range. Sales for 2017/2018 totaled SEK 4.8 billion and the company has approx. 4,000 employees in ten countries. KappAhl is quoted on Nasdaq Stockholm. More information at www.kappahl.com
The English text is an unofficial translation. In case of any discrepancies between the Swedish text and the English translation, the Swedish text shall prevail.