The Annual General Meeting of Pricer AB (publ) was held on April 1, 2008. 20 percent of total numbers of votes were present through 47 shareholders. The following major decisions were made:
Fees to the Board
Fees to the board was decided for a total of SEK 1,525,000 allocated with SEK 450,000 to the chairman, SEK 275,000 to the vice chairman and SEK 200,000 to the other members of the board. This is an increase from 800,000 previous period.
Election of Board of Directors
The meeting decided to re-elect Daniel Furman, Magnus Schmidt and Akbar Seddigh. Mikael Bragd, Bo Kastensson and Peter Larsson were elected as new members of the Board. Akbar Seddigh was appointed Chairman of the Board. Jan Forssjö and Elie Barr had declined re-election.
Mikael Bragd, born 1962, holds a BA-degree in Marketing and Finance from Stockholm School of Economics and is since 2005 Senior Vice President and Head of Electrolux North. Mr. Bragd has also worked in Speed Ventures, Duni, Pepsi Cola and Procter & Gamble.
Bo Kastensson, born 1951, holds a BA-degree from University of Lund. Mr. Kastensson is chairman of Coromatic Group AB, Caretech AB and Doro AB and he has previously worked in Bewator, Sensistor and Metric among other companies.
Peter Larsson, born 1964, holds a BS-degree in computer and system science from University of Stockholm. Mr. Larsson is since 2007 CEO of EPiServer AB and has previously worked in Protect Data, Pointsec and Ericsson among other companies.
Election of Auditor
It was decided to re-appoint KPMG Bohlins AB as auditor of Pricer and Mrs Åsa Wirén Linder will be the auditor in charge. Kari Falk was thanked after having served as auditor in charge for the last 8 years.
Formation and duties of the Nomination Committee
The meeting decided to adopt the proposal regarding the Nomination Committee’s composition and duties. It was, however, decided to add one more member to the Committee to be independent and represent the small shareholders of Pricer. The Committee then consists of the chairman of the Board, one representative each of the three largest shareholders and the member mentioned above.
Decision on principles for remuneration to senior executives
The Shareholders decided to adopt the recommendation of the Board regarding principles for remuneration to senior executives with minor changes.
Authorisation to the Board to issue shares
The meeting decided to authorise the Board, on one of more occasions during the period before the next AGM, to decide on the issuance of no more than 100,000,000 new shares of class B. The Board shall have the right to decide on the issuance of shares in exclusion of the shareholders’ pre-emptive rights, with or without non-cash consideration.
The General Meeting decided to issue 20,000,000 warrants and otherwise approve the introduction of a global incentive program for employees in Pricer.
Each warrant shall, during the period until June 30th, 2012, entitle to subscription to one new class B share. The subscription price shall be 110 per cent of the last average price paid for the Company’s series B share during ten trading days immediately after the day of the Annual General Meeting. The right to subscribe for the warrants shall only be for the wholly-owned subsidiary company, Pricer Communication AB, and shall be used for an option programme in accordance with the option plan proposed by the Board.
For further information, please contact:
Charles Jackson, President and CEO Pricer AB: +46 8 505 582 00
In its capacity as issuer, Pricer AB is releasing the information in this press release in accordance with the Swedish (2007:528) Securities Exchange Act. The information was distributed to the media for publication at 1.45 p.m on Wednesday 2nd of April, 2008.