Ericsson's Annual General Meeting 2017
March 29 2017 - 12:23PM
Telefonaktiebolaget LM Ericsson's (NASDAQ:ERIC)
Annual General Meeting (AGM) was held on March 29, 2017 in
Kista/Stockholm.
Dividend
The proposed dividend of SEK 1 per share was
approved by the AGM. The record day for dividend was set to Friday,
March 31, 2017. Payment from Euroclear Sweden AB is expected to
take place on Wednesday, April 5, 2017.
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 2016.
Discharge from liability
The members of the Board of Directors and the
Presidents were discharged from liability for the fiscal year
2016.
Board of Directors
The AGM elected Board members in accordance with
the proposal of the Nomination Committee. Leif Johansson was
re-elected Chairman of the Board of Directors. Nora Denzel, Börje
Ekholm, Kristin Skogen Lund, Kristin S. Rinne, Sukhinder Singh
Cassidy, Helena Stjernholm and Jacob Wallenberg were re-elected to
the Board. Jon Fredrik Baksaas, Jan Carlson and Eric A. Elzvik were
elected new Board members. Ulf J. Johansson left the Board in
connection with the AGM. It was also noted that the unions have
appointed Kjell-Åke Soting, Roger Svensson and Karin Åberg employee
representatives in the Board with Torbjörn Nyman, Anders Ripa and
Loredana Roslund as deputies. The employee representatives Pehr
Claesson, Mikael Lännqvist and Zlatko Hadzic (deputy) left the
Board in connection with the AGM.
Board of Directors' Fees
The AGM resolved on fees to the Board of
Directors, in accordance with the Nomination Committee's proposal.
Unchanged yearly fee to the Chairman of the Board of
SEK 4,075,000, and unchanged fees to other non-employee
members of the Board, elected by the AGM, of SEK 990,000 each. Fees
for Committee work to non-employee 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
each of the Chairmen of the Finance and Remuneration Committee and
SEK 175,000 to each of the other members of the Finance and
Remuneration Committee. Further, it was resolved that fees shall be
paid for Committee work to non-employee members of the new
established Technology and Science Committee as follows:
SEK 200,000 to the Chairman and SEK 175,000 each to the other
Committee members.
The AGM approved the Nomination Committee's
proposal to enable payment of part of the fees to the members of
the Board for the Board assignment, in the form of synthetic
shares.
Auditor
The AGM re-elected PricewaterhouseCoopers AB
auditor for the period up until the end of the AGM 2018.
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 Compensation
Program (LTV)
In accordance with the Board of Directors'
proposals, the AGM resolved as follows:
LTV 2017 and transfer of treasury stock, directed
share issue and acquisition offer
-
Implementation of LTV 2017 for the executive
team, comprising a maximum of 3 million B shares in Ericsson.
Awards of "Performance Share Awards" will be granted free of charge
entitling the participant to receive a number of shares, free of
charge, following the expiration of a three-year period, provided
that certain performance conditions are met and that the
participant retains his or her employment. The performance
conditions are based on TSR (total shareholder return) development
during a three-year period; absolute TSR-development and relative
TSR-development.
-
A directed issue of 3 million C shares to
Investor AB or subsidiaries of Investor AB, 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 2018, resolve on an acquisition offer of the 3
million C shares at a price per share of SEK 5. 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 up to 2.2 million B shares, free of
consideration, to employees covered by the terms of the LTV
2017.
-
Transfer of up to 800,000 B shares on Nasdaq
Stockholm, prior to the AGM 2018, 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. The 3 million B shares allocated for LTV 2017 correspond
to approximately 0.1 percent of the total number of outstanding
shares.
Transfer of treasury stock for previously resolved
LTV programs
-
Transfer of up to approximately 19.3 million B
shares on Nasdaq Stockholm prior to the AGM 2018 to cover certain
expenses, mainly social security charges, which may occur in
relation to previously resolved and ongoing LTV programs; LTV 2013,
LTV 2014, LTV 2015 and LTV 2016.
NOTES TO
EDITORS
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Ericsson is a world leader in
communications technology and services with headquarters in
Stockholm, Sweden. Our organization consists of more than 111,000
experts who provide customers in 180 countries with innovative
solutions and services. Together we are building a more connected
future where anyone and any industry is empowered to reach their
full potential. Net sales in 2016 were SEK 222.6 billion (USD 24.5
billion). The Ericsson stock is listed on Nasdaq Stockholm and on
NASDAQ in New York. Read more
on www.ericsson.com.
Ericsson Annual General Meeting
2017
This
announcement is distributed by Nasdaq Corporate Solutions on behalf
of Nasdaq Corporate Solutions clients.
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Source: Ericsson via Globenewswire
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