The following are the results of Nýherji's Annual General Meeting (AGM), held
in the company's conference hall at Borgartún 37, at 4:00 pm on 19 February
2010:
1. The company's annual financial statements were submitted and adopted
unanimously.
2. A motion was approved to the effect that no dividends would be paid for the
2009 operating year.
3. A motion was adopted proposing that compensation paid to the Board for the
2009 operating year be as follows: To the Chairman of the Board, ISK
2,550,000; to other directors, ISK 850,000; alternate, ISK 63,000 for each
meeting attended.
4. The following motion to amend Article 2.1 of the company's Articles of
Association was adopted. At the end of the Article, the following temporary
provision shall be added:
The company's Board of Directors is authorised, cf. Art. 41 of the Act on
Public Limited Companies, to increase the company's share capital by up to
ISK 120 million with the sale of new shares. The current shareholders waive
their pre-emptive rights to acquire these shares. The company's Board of
Directors shall determine the offering price of the shares and rules on
sale in each instance. Subscriptions shall be carried out as provided for in
the company's Articles of Association and Chapter V of the Act on Public
Limited Companies. There shall be no restrictions on trading in the new
shares. The new shares shall confer rights in the company as of the date the
increase in share capital is registered. Nýherji's Board of Directors may
exercise this authorisation within three years of its adoption.
5. An authorisation was approved for the company's Board of Directors to
acquire up to 10% of the nominal value of the company's shares, cf. Chapter
VIII of Act No. 2/1995, on Public Limited Companies. The purchase price of
the shares may not be more than 20% above or below the latest listed price
on OMX Iceland. This authorisation shall be valid for up to 18 months.
6. It was agreed that the Board of Directors for the coming operating year
will be composed of the following: Benedikt Jóhannesson (Chairman of the
Board), Árni Vilhjálmsson and Guðmundur Jóh. Jónsson; Jafet S. Ólafsson is
an alternate Director.
7. The motion that KPMG hf. be elected as the company's auditor was adopted.
The new Board of Directors decided on the division of its tasks at a Board
meeting held directly following the AGM. Benedikt Jóhannesson shall serve as
Chairman of the Board. Árni Vilhjálmsson was elected Vice-chairman.
The Chairman's speech is attached.
