Resolutions at the Annual General Meeting in HMS Networks
HMS Networks AB (publ) held its Annual General Meeting on April 25, 2023. The Meeting resolved in favour of all 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.
ALLOCATION OF EARNINGS
The Annual General Meeting resolved to approve the Board's proposed dividend of SEK 4.00 per share. The record date for the dividend was set to be April 27, 2023. The dividend is expected to be distributed by Euroclear Sweden on May 3, 2023.
ADOPTION OF THE INCOME STATEMENT AND BALANCE SHEET AND DISCHARGE FROM LIABILITY
The Annual General Meeting resolved to adopt the income statement and balance sheet for HMS Networks AB and the group as presented by the Board. The Board and the CEO were discharged from liability for the 2022 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 Charlotte Brogren, Fredrik Hansson, Anders Mörck, Cecilia Wachtmeister, Niklas Edling and Anna Kleine should be re-elected as Board members,
- that Charlotte Brogren should be re-elected as Chairman of the Board,
- that Öhrlings PricewaterhouseCoopers AB, with Johan Palmgren as auditor in charge, should be re-elected as auditor,
- that the fees to the Board members should amount to a total of SEK 2,085,000, of which SEK 695,000 should be paid to the Chairman of the Board and SEK 278,000 to each other Board member, and that fee for work in the Audit Committee should amount to SEK 114,000 to the Chairman and SEK 57,000 to each other member in the Audit Committee, and that no fees should be paid for work in other committees.
BOARD'S REMUNERATION REPORT
The Annual General Meeting approved the Board's remuneration report.
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.
IMPLEMENTATION OF SHARE SAVING PLAN 2024-2027 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 saving plan, Share Saving Plan 2024-2027. The program is addressed to all employees and comprise a maximum of 70,000 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 70,000 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 (0)35 17 29 01
Joakim Nideborn, CFO HMS, +46 (0)35 710 6983
HMS Networks AB (publ) is a market-leading provider of solutions in industrial information and communication technology (Industrial ICT). HMS develops and manufactures products under the Anybus®, Ixxat®, Ewon® and Intesis® brands. Development takes place at the headquarter in Halmstad and also in Ravensburg, Nivelles, Igualada, Wetzlar, Buchen, Delft, Sibiu, Rotterdam and Bilbao. Local sales and support are handled by branch offices in Germany, USA, Japan, China, Singapore, Italy, France, Spain, the Netherlands, India, UK, Sweden, South Korea, Australia and UAE, as well as through a worldwide network of distributors and partners. HMS employs over 780 people and reported sales of SEK 2,506 million in 2022. HMS is listed on the NASDAQ OMX in Stockholm in the Large Cap segment and Telecommunications sector.
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