Annual General Meeting of Hexagon AB

10 May 2011

At the Annual General Meeting of Hexagon AB (publ) today, the following was resolved.

Election of Board of Directors

The AGM re-elected the Directors Melker Schörling, Ola Rollén, Mario Fontana, Ulrika Francke, Ulf Henriksson, Gun Nilsson and Ulrik Svensson as ordinary board members. Melker Schörling was re-elected Chairman of the Board.

Remuneration to the Directors shall be allocated with 750 000 SEK to the Chairman and 400 000 SEK to each of the other Directors elected by the AGM but not employed by the company. The Chairman of the Remuneration Committee shall receive 85 000 SEK and a member thereof 60 000 SEK, and the Chairman of the Audit Committee 175 000 SEK and a member thereof 125 000 SEK. The auditor shall be remunerated according to agreement.

Cash dividend

In accordance with the proposal of the Board of Directors, the AGM resolved to declare a dividend of 1.40 SEK per share. Record day for the dividend was determined to 13 May 2011. Dividend settlements will be handled by Euroclear Sweden AB (the Swedish Securities Register Centre) and the estimated settlement day is 18 May 2011.

Nomination-, Remuneration- and Audit Committee

Mikael Ekdahl (Melker Schörling AB), Anders Algotsson (AFA Försäkring), Jan Andersson (Swedbank Robur fonder) and Henrik Didner (Didner & Gerge Aktiefond) were re-elected members of the Nomination Committee in respect of the AGM 2012, whereby Mikael Ekdahl was appointed Chairman of the Nomination Committee.

At the Statutory Board Meeting following the AGM, Melker Schörling and Gun Nilsson were re-elected as members of the Remuneration Committee for the time period until the next Statutory Meeting. For the same term, Gun Nilsson, Mario Fontana and Ulrik Svensson were re-elected members of the Audit Committee.

Guidelines for remuneration to senior executives

The AGM resolved on the adoption of guidelines for remuneration to senior executives principally entailing that the remuneration shall consist of a basic salary, a variable remuneration, other benefits and pension and all in all be competitive and in accordance with market practice. The variable remuneration shall be maximized in relation to the basic salary, related to the earnings trend which the relevant individual may influence and based on the outcome in relation to individual targets. The Board shall annually consider whether a share- or share price related incentive program shall be proposed to the Annual General Meeting.

The notice period shall normally be six months on the part of the employee. In case of notice of termination by the company, the notice period and the period during which severance payment is paid shall, all in all, not exceed 24 months. The pension rights shall be either benefit or fee-based, or a combination of both, with an individual pension age, however, not lower than 60 years.

Amendment regarding the limits of the share capital

At the Extraordinary General Meeting in the company on 24 November 2010, it was resolved that the company shall have euro as its accounting currency and that the share capital shall be nominated in euro, and that corresponding amendments in the articles of association be made. The Swedish Companies Registration Office has thereafter registered the amended articles of association and recalculated the registered share capital into euro. Against this background, the AGM resolved on necessary amendments of the provisions in the articles of association regarding the minimum and maximum share capital entailing that the company's share capital shall be not less than EUR fifty million (50 000 000) and not more than EUR two hundred million (200 000 000).

Authorisation of the Board to resolve on acquisition and transfer of the company's shares

The AGM resolved to authorise the Board of Directors to, on one or several occasions during the time period until the next annual general meeting, resolve on the acquisition and transfer of the company's own shares. Acquisitions and transfers may thereby be made of no more than such number of shares which from time to time represent 10 per cent of the total number of shares in the company. Acquisitions may be made on the NASDAQ OMX Stockholm at the stock-exchange quotation applicable at the time of acquisition. Transfer may take place with deviation from the shareholders' preferential rights at NASDAQ OMX Stockholm as well as to a third party in connection with the acquisition of a company or business. Payment for shares transferred shall be made in cash, by contribution in kind or by set-off. Transfer in connection with the acquisition of a company may take place at a market value appraised by the Board of Directors. The purpose of the authorisation is to give the Board of Directors the opportunity to adjust the company's capital structure and to finance acquisitions by utilisation of the company's own shares.

Repurchase of incentive program and thereto related repurchase of subscription warrants

The AGM approved the Board of Directors' resolution (i) that Hexagon AB makes an offer to participants of Incentive Programme 2007/2012 to repurchase their subscription warrants which have been acquired within the scope of the incentive programme and (ii) that, for each subscription warrant, payment shall be made in cash corresponding to the market value determined by an independent valuation institute in accordance with the Black & Scholes model, however, not exceeding the amount originally paid for these warrants.

Approval of transfer according to Chapter 16 of the Swedish Companies Act

The AGM approved, in accordance with Chapter 16 of the Swedish Companies Act, a transfer by Hexagon of 50 per cent of the shares in Nordic Brass Gusum AB, equivalent to all shares held by Hexagon, to the present Managing Director and other persons in the management of Nordic Brass Gusum. Remaining shares in the company are owned by Outokumpu. Nordic Brass Gusum AB had a turnover of 1 026 MSEK during the business year 2010 and for the same period, the profit after tax amounted to 0.8 MSEK. The purchase price for the shares held by Hexagon in the company shall correspond to the market value, which is assessed to be in line with the consolidated Group book value.

This press release consists of such information that Hexagon AB (publ) may be obliged to disclose in accordance with the Swedish Securities Market Act and /or the Financial Instruments Trading Act. The information was submitted for publication on 10 May 2011 at 19:00 CET.

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