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Bulletin from Annual General Meeting in HMS Networks

by Linda Johansson | Apr 25, 2018

HMS Networks AB (publ) held its Annual General Meeting on April 25, 2018. The Meeting resolved in favor of all proposed matters in accordance with the proposals of the Board of Directors and the Nomination Committee. The main contents of the most important resolutions are described below.

Dividend
The Meeting resolved to approve the Board's proposed dividend of SEK 1.50 per share. The record date for the dividend was set to be April 27, 2018. The dividend is expected to be distributed by Euroclear Sweden on May 3, 2018.

Adoption of the income statement and balance sheet and discharge from liability
The Meeting resolved to adopt the income statement and balance sheet for HMS Networks AB and the group submitted by the Board of Directors. The Board and the CEO were discharged from liability for the 2017 financial year.

Election of Board members and auditors and determination of fees

The Annual General Meeting resolved in accordance with the Nominating Committee's proposals, namely:
  • that six (6) Board members should be elected without any deputies,
  • that one (1) registered public accounting firm should be elected as auditor,
  • that the Board members Charlotte Brogren, Fredrik Hansson, Ray Mauritsson and Anders Mörck should be re-elected and that Cecilia Wachtmeister and Ulf Södergren should be newly elected.
  • that Charlotte Brogren should be re-elected as Chairman of the Board.
  • that Öhrlings PricewaterhouseCoopers AB, with Fredrik Göransson as auditor in charge, should be re-elected as auditor,
  • that the fees to the Board members, unchanged, should amount to a total of SEK 1,450,000, of which SEK 450,000 should be paid to the Chairman of the Board and SEK 200,000 to each other Board member, and that fee for work in the Audit Committee should amount to SEK 50,000 to each member in the Committee and that no fees should be paid for work in other committees.

Guidelines for remuneration to senior executives
The Meeting approved the Board's proposal for guidelines for remuneration to senior executives.

Authorisation of the Board to resolve on new share issues
The Annual General Meeting resolved, in accordance with the Board's proposal, to authorise the Board to resolve on new share issues of maximum 2,340,943 shares in order to finance or carry out company acquisitions with the company’s own shares.

Authorisation of the Board to resolve on repurchase of the company’s own shares
The Annual General Meeting resolved, in accordance with the Board's proposal, to authorise the Board to resolve on repurchase of maximum 70,000 of the company’s own shares in order to enable the company to deliver shares to the participants in the Share Savings Plan 2018-2021.  

Implementation of Share Savings Plan 2019-2021 and hedging activities to enable delivery of shares within the program
The Annual General Meeting resolved, in accordance with the Board's proposal, to implement a performance based share savings plan, Share Savings Plan 2019-2022. The program is addressed to all employees and comprise a maximum of 115,000 shares. In order to enable the company’s delivery of shares to the participants in the program, the Annual General Meeting further resolved, in accordance with the Board’s proposal, to authorise the Board to repurchase a maximum of 115,000 of the company’s own shares and to transfer the repurchased shares to the participants in the program.


For more information, please contact:
Staffan Dahlström, CEO HMS, +46 709-17 29 01
Joakim Nideborn, CFO HMS, +46 707-72 29 83


This information is such that HMS Networks AB (publ) is required to disclose in accordance with the EU Market Abuse Regulation, the Swedish Financial Instruments Trading Act and the Swedish Securities Market Act. The information was submitted for publication at 13:00 CET on April 25, 2018.

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