At the annual general meeting (the "AGM") in PetroGrand AB (publ) (the
"Company") held today 15 June 2011, the following was resolved in accordance
with the proposals of the board of directors (the "Board") and the nominating
committee.
The AGM resolved to adopt the profit and loss account and the balance sheet, and
the consolidated profit and loss account and the consolidated balance sheet for
the financial year 2010 and resolved that the means of SEK 251 751 000 shall be
carried forward and that no dividend is paid for the financial year 2010.
It was resolved to discharge the Board and the managing director from liability
against the Company for the past financial year.
It was resolved that the Board shall be comprised by 5 Board members and no
deputy directors. It was resolved that the fees to the Board members be paid
with SEK 500,000 to the Chairman and SEK 250,000 to each of the other Board
members who are not employed in the Company. The auditors shall be paid
according to approved invoice. The AGM resolved to re-elect Sven-Erik
Zachrisson, Maks Grinfeld, Johan Hessius, Mats Jansson and Arne Helland as Board
members. Sven-Erik Zachrisson was appointed by the AGM to serve as chairman of
the Board.
The AGM further resolved in accordance with the nominating committees' proposal
to adopt principles for appointing a nominating committee for the annual general
meeting 2012.
The AGM further resolved in accordance with the Board's proposal on guidelines
for remuneration to the Company management.
The AGM resolved in accordance with the Board's proposal to implement an
incentive programme 2011/2014 through issue and transfer of not more than
1 030 000 subscription warrants. The right to subscribe for the subscription
warrants without consideration shall be vested in, with deviation from the
shareholders priority rights, the wholly owned subsidiary Petrogrand Invest AB.
The subsidiary will offer existing and future employees and/or senior management
in the Company's group to acquire the warrants. Each warrant entitles the holder
to subscribe for one (1) new share in the Company.
It was resolved to amend article 6 of the Company's articles of association so
that the Company shall not have any deputy directors.
It was further resolved to amend article 7 of the Company's articles of
association regarding the notice to convene the general meeting so that notice
henceforth shall be given through announcement in Post- och Inrikes Tidningar
and on the Company's website, and at the time of the notice, information on that
the notice has been issued shall be announced in Svenska Dagbladet.
The AGM resolved to authorize the Board, with or without deviation from the
shareholders priority rights, on one or more occasions during the period until
the next annual general meeting, to independently decide on new issue of shares,
subscription warrants and/or convertible bonds, that if exercised in full at the
most may correspond to 30 percent of the Company's share capital.
"Petrogrand's business concept is to carry on oil production via acquired
Russian oil companies and oil licenses. Petrogrand will also manage, enhance and
sell Russian oil assets."
For further information, please contact:
Maks Grinfeld, CEO, phone: +46 8 5000 7810
Sven-Erik Zachrisson, Chairman, phone: +46 8 41 05 45 96
Certified Adviser First North: Mangold Fondkommission AB
Reasonable caution notice: The statement and assumptions made in the company's
information regarding Petrogrand AB's ("Petrogrand") current plans, prognoses,
strategies, concepts and other statements that are not historical facts are
estimations or "forward looking statements" concerning Petrogrand's future
activities. Such future estimations comprise but are not limited to statements
that include words such as "may occur", "concerning", "plans", "expects",
"estimates", "believes", "evaluates", "prognosticates" or similar expressions.
Such expressions reflect the management of Petrogrand's expectations and
assumptions made on the basis of information available at that time.
These statements and assumptions are subject to a large number of risks and
uncertainties. These, in their turn, comprise but are not limited to i) changes
in the financial, legal and political environment of the countries in which
Petrogrand conducts business, ii) changes in the available geological
information concerning the company's projects in operation, iii) Petrogrand's
capacity to continuously guarantee sufficient financing to perform their
activities as a "going concern", iv) the success of all participants in the
group, or of the various interested companies, joint ventures or secondary
alliances, v) changes in currency exchange rates, in particular those relating
to the RUR/USD rate. Due to the background of the many risks and uncertainties
that exist for any oil-prospecting venture and oil production company in its
initial stage, Petrogrand's actual future development may significantly deviate
from that indicated in the company's informative statements.
[HUG#1523687]
