Nobia's 2016 Annual General Meeting

Nobia AB (publ) held its Annual General Meeting today, Monday 11 April 2016, in
Stockholm.
Appropriation of profits
The Annual General Meeting resolved in accordance with the proposed dividend to
shareholders of SEK 2.50 per share for the 2015 fiscal year, totalling
approximately SEK 421 million. The record day for the right to receive dividends
is Wednesday, 13 April, and payment is expected to take place on Monday, 18
April.
Election of Board members and auditors
The Annual General Meeting resolved that the Board would comprise nine members
and re-elected Tomas Billing, Morten Falkenberg, Lilian Fossum Biner, Nora
Førisdal Larssen, Thore Ohlsson, Fredrik Palmstierna, Stefan Jacobsson, Ricard
Wennerklint and Christina Ståhl. Tomas Billing was re-elected Chairman of the
Board.
KPMG AB, with Auditor-in-Charge George Pettersson, were re-elected as the
company’s auditors for the period up to the end of the next Annual General
Meeting.
Fees to the Board of Directors and auditors
The Annual General Meeting resolved that fees would be paid to the Board of
Directors in the total amount of SEK 4,010,000, distributed as follows: SEK
1,100,000 to the Chairman, SEK 390,000 to other Board members who do not receive
a salary from the company, SEK 100,000 to the Chairman of the Audit Committee
and SEK 80,000 to the member of the Audit Committee. It was resolved that fees
to auditors be paid in accordance with approved invoices.
Nomination Committee
The Annual General Meeting appointed Viveca Ax:son Johnson (Chairman)
representing Nordstjernan, Torbjörn Magnusson representing If Skadeförsäkring,
Lars Bergkvist representing Lannebo funds and Arne Lööw representing the Fourth
National Pension Fund, as members of the Nomination Committee during the period
until the end of the Annual General Meeting 2017.
Guidelines for remuneration to Group management
The Annual General Meeting resolved to adopt the guidelines for remuneration and
other employment conditions to Group management. The guidelines’ main
stipulation is that remuneration to Group management corresponds to market
levels. Members of Group management receive both a fixed and a variable salary
portion. The fundamental principle is that the variable salary portion may
amount to a maximum of 55 per cent of the annual fixed salary for the CEO, and a
maximum of 30 per cent of fixed annual salary for other members of Group
management.
Resolution regarding Performance Share Plan and sale of bought-back shares under
the Plan
The Annual General Meeting decided to introduce a Performance Share Plan, in
accordance with the Board’s proposal. The plan comprises approximately 100
employees, consisting of senior managers and employees with senior positions. In
comparison with previous plans, participation in the Performance Share Plan 2016
entails among other things that the maximum variable salary portion is adjusted
downwards. Participants are allotted share rights, which after a vesting period
of three years gives the right to shares, provided that certain conditions have
been fulfilled, including a financial performance target linked to accumulated
earnings per share for Nobia during the 2015-2017 fiscal years.
For the Performance Share Plan, the Annual General Meeting resolved, in
accordance with the Board’s proposal, to sell a maximum of 1,500,000 bought-back
Nobia shares to the participants of the Plan.
Authorisation to acquire and sell shares
The Annual General Meeting resolved to authorise the Board of Directors, on one
or several occasions during the period until the 2017 Annual General Meeting, to
acquire shares in an amount limited so that the total holding of treasury shares
does not exceed 10 per cent of all shares in the company. The Annual General
Meeting resolved to authorise the Board of Directors, on one or several
occasions during the period until the 2017 Annual General Meeting, to sell
treasury shares outside Nasdaq Stockholm.
For further information
Lena Schattauer, Head of Communication and IR
+46 (0)8 440 16 07 or +46 (0)705 95 51 00
lena.schattauer@nobia.com
Nobia develops and sells kitchens through some twenty strong brands in Europe,
including Magnet in the UK; HTH, Norema, Sigdal, Invita and Marbodal in
Scandinavia; Petra and A la Carte in Finland; ewe, FM and Intuo in Austria, as
well as Poggenpohl globally. Nobia generates profitability by combining
economies of scale with attractive kitchen offerings. The Group has
approximately 6,500 employees and net sales of about SEK 13 billion. The Nobia
share is listed on the NASDAQ Stockholm under the ticker NOBI. Website:
www.nobia.com.