The Annual General Meeting of IBS shareholders held on April 22 discharged the Members of the Board and the President from personal liability for the 2007 fiscal year.
Members of the Board Dr. Pallab Chatterjee, Fredrik Svensson, Gunnel Duveblad, Bertrand Sciard and Vinit Bodas were re-elected. The Meeting also resolved to newly elect Bo Pettersson and George Ho as Members of the Board. Dr. Pallab Chatterjee was re-elected Chairman of the Board.
KPMG Bohlins AB, with Åsa Wirén Linder as auditor-in-charge, was re-elected IBS’ audit company for the period extending until the close of the 2012 Annual General Meeting.
Board and Auditor fees
The Meeting adopted the Nomination Committee’s motion concerning the following director fees: SEK 600,000 for the Chairman of the Board, Dr. Pallab Chatterjee, SEK 200,000 each for Vinit Bodas, Bo Pettersson, George Ho and Fredrik Svensson and SEK 250,000 each for Gunnel Duveblad and Bertrand Sciard. Dr. Pallab Chatterjee is to be paid an additional SEK 150,000 as travel-time compensation, since he is based in Dallas, Texas, USA. Finally, supplementary fees amounting to at most SEK 300,000 will be distributed to the Members of the Board appointed to committees according to the Board’s decisions. Accordingly, total director fees will amount to not more than SEK 2,350,000.
It was resolved, as before, that auditor’ fees are paid in return for separate invoices.
Incentive program and transfer of own shares
The meeting adopted the Board’s proposal for a call option program for the Company’s President and other members of the management group and certain key employees (in total about 20 persons). The call option program shall comprise a maximum of 2,240,000 options, each of which will carry entitlement to receive a cash amount corresponding to the listed share price of the company’s B share, less the exercise price at the time of exercise of the option. The board shall execute the program prior to the expiry of the present fiscal year.
As a consequence of the incentive program, the Company may, in conjunction with the exercise of the options, with waiver of the preferential rights of shareholders, transfer a maximum of 2,240,000 B shares in the Company at a sales price which is equivalent to the above mentioned exercise price. A proposal regarding transfer of own shares will be presented at the 2011 AGM. The number of shares and the sales price of shares comprised by this decision may need to be re-calculated as a result of e.g. bonus issues, shares splits, reversed share splits, issues of new shares and similar measures.
Other resolutions passed by the Meeting related to the Board of Directors’ motion regarding guidelines for remuneration of senior executives and a motion concerning procedures for the appointment of a new Nomination Committee.
Complete minutes covering all of the resolutions made by the Meeting will be available at www.ibs.net under the Investors tab.
For further information, please contact:
Camilla Moore, Information Director, IBS AB
Tel: +46-70-555 12 39
IBS (OMX Nordic Exchange STO: IBS) is a leading provider of specialized business systems for specific industries such as publishing and book distribution, pharmaceutical distribution, electronics, paper, food and the automotive industry. IBS focuses on large and mid-sized companies within supply chain management, demand-driven manufacturing, customer administration and financial control. For further information, visit www.ibs.net