AB Ångpanneföreningen - Annual General Meeting, 28 April 2005
The Annual General Meeting of AB Ångpanneföreningen, convened today, 28 April 2005, made the following resolutions:
A dividend of SEK 2.60 per share shall be paid to shareholders. The record day for this will be Tuesday, 3 May 2005. Payment will be made via the Swedish securities depository VPC on Monday, 9 May 2005.
Eva-Lotta Kraft, Carl-Erik Nyquist, Gunnar Svedberg, Helena Skåntorp, Magnus Grill, Ulf Dinkelspiel and Peter Sandström have been re-elected as directors of the company. Jan Fröjd and Eva Lindén have been appointed to represent ÅF Group employees on the board, with Cecilia Göransson and Per-Åke Östling as their deputies. At their initial meeting following the Annual General Meeting the directors of the company elected Carl-Erik Nyquist as Chairman of the Board and Gunnar Svedberg as Deputy Chairman.
The General Meeting also resolved, in accordance with the proposal from the Board, to authorise the Board on one or more occasions in the period up to the next annual general meeting to make a decision regarding a possible new issue of a grand total of no more than 500,000 B shares. The purpose of this is to enable the company to use its own shares to pay all or part of the purchase price of any corporate acquisitions during the year.
To raise a convertible subordinated debenture up to a ceiling of a nominal amount of SEK 96,000,000, which may later be converted to class "B" shares in the company. The issue will be restricted to employees of Aktiebolaget Ångpanneföreningen (publ) and its subsidiaries in Sweden, Norway and Finland. Each employee will be entitled to subscribe for a maximum nominal amount of SEK 1,000,000. The subscription period will run from 17 May up to and including 6 June 2005. The issue price for the convertible subordinated debenture will correspond to the nominal value of the loan. Settlement shall be made in cash or set-off against claims outstanding in accordance with the company's subordinated debenture 2000/2005 by 17 June 2005 at the latest. The loan will attract an annual interest calculated on an interest rate corresponding to STIBOR 360 days and will fall due on 30 June 2008. It may be converted with effect from 2 July 2007 up to and including 30 May 2008 at a conversion rate set at 123 percent of a calculation of the average market value of the ÅF Group share during the period 17-27 May 2005, but no lower than SEK 150. This proposal from the Board is intended to create an incentive programme for the Group's employees.
AB Ångpanneföreningen (publikt)
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Fleminggatan 7, Box 8133, 104 20 Stockholm. Telefon 08-657 10 00. Fax 08-650 91 18.
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www.afconsult.com Org.nr 556120-6474. Säte i Stockholm.