Today’s Annual General Meeting passed the following resolutions:
- Dividend set at SEK 4.50 per share
- Board, Chairman and public accounting firm re-elected
- Unchanged guidelines for remuneration to Group Management adopted
- Long-term incentive program for senior officers and other key persons
- Board given renewed mandate to resolve on buy-back/transfer of shares
Accounts and dividend
After adopting the Income Statement and Balance Sheet and the Consolidated Income Statement and Consolidated Balance Sheet, the AGM adopted the proposed cash dividend of SEK 4.50 per share (4.00). The record date was set at 12 April 2018 and the dividend is expected to be distributed through Euroclear on 17 April. The remaining earnings were carried forward to a new account.
Discharge from liability and re-election of Board of Directors and public accounting firm
The AGM discharged the members of the Board and the Managing Director from liability for the financial year. The AGM resolved to re-elect: Ingrid Jonasson Blank, Gunnar Blomkvist, Anna Engebretsen, Jack Forsgren, Laila Freivalds, Mats Holgerson, Jan Pettersson, Mats Qviberg, Jon Risfelt, and new election of Nicklas Paulson. The AGM also re-elected Mats Qviberg as Chairman. After the meeting, the Board once again appointed Jan Pettersson as Deputy Chairman.
The AGM resolved that the directors’ fee should be as follows: the Chairman and the Deputy Chairman of the Board receive SEK 350,000 each, other Board members receive
SEK 220,000 each, the chairman of the Audit Committee receives SEK 120,000, the members of the Audit Committee receive SEK 60,000 each, the chairman of the Compensation Committee receives SEK 25,000 kr and the members of the Compensation Committee receive SEK 10,000 each. The above entails fee increases of SEK 15,000 each for the Chairman and Deputy Chairman, SEK 10,000 each for the other Board members and SEK 40,000 for the chairman of the Audit Committee and SEK 20,000 each for other members of the Audit Committee and no change for the Compensation Committee.
KPMG AB was re-elected as the public accounting firm for the period up until the next AGM in 2019.
Guidelines for remuneration to Group Management
Proposed guidelines for remuneration to the Group Management were adopted by the AGM. The guidelines are virtually unchanged from last year.
Long-term incentive programme
The Annual General Meeting (AGM) resolved to establish a long-term incentive programme in the form of a share savings plan (the “Programme”). The Programme is aimed at some forty senior officers and other key persons in the Bilia Group. In order to participate in the Programme, the participant must have made a private investment by acquiring shares in Bilia AB (publ) (“Savings Shares”) equivalent to a maximum of 10 per cent of the participant’s gross basic salary and at least SEK 25,000. For each Savings Share held within the framework of the Programme, the participant can receive at most three “Performance Shares” gratuitously from Bilia if the goal established by the Board of Directors regarding total yield on Bilia’s shares and increased earnings per share is met. In order to be allotted Performance Shares, the participant must retain his/her original Savings Shares from the start of the Programme up until 31 March 2021 and must still be employed by the Bilia Group at this point in time. The maximum number of Performance Shares allotted within the framework of the Programme is 200,000.
The AGM further resolved that the company shall be entitled to transfer no more than 200,000 own shares which Bilia has previously acquired to the participants in order to guarantee the delivery of Performance Shares within the framework of the Programme.
The AGM further resolved to authorise the Board of Directors to approve, during the period up to the 2019 Annual General Meeting, the transfer of no more than 60,000 own shares on Nasdaq Stockholm at a price per share that lies within the quoted price range at any given time in order to cover social security contributions for the Programme.
Acquisition or transfer of own shares
The AGM authorised the Board of Directors to resolve to buy back the company’s own shares, whereby Bilia’s holding may never exceed 10 per cent of the total number of shares at any given time, and resolve to transfer acquired shares, either as a means of payment in conjunction with an acquisition or by direct sale on the stock exchange.
Gothenburg, 10 April 2018
Bilia AB (publ)
For further information, please contact CEO Per Avander or CFO Kristina Franzén,
Bilia AB, tel: +46 10 497 70 00.
____________________________________________________________________
Bilia offers car sales, service and supplementary services and is one of Europe’s largest car
chains with operations in Sweden, Norway, Germany, Luxembourg and Belgium. Bilia reported a turnover of SEK 27.5 bn in 2017 and had 4,708 employees.
