Annual General Meeting of Securitas AB (publ)
Thursday, April 17, 2008
At today's Annual General Meeting of Securitas AB (publ) the following was resolved:
Board of Directors
The Annual General Meeting resolved that the number of Board members shall be ten with no deputy members. The Meeting re-elected Carl Douglas, Marie Ehrling, Annika Falkengren, Stuart E. Graham, Alf Göransson, Berthold Lindqvist, Fredrik Palmstierna, Melker Schörling and Sofia Schörling-Högberg and elected the new Board member Fredrik Cappelen. Gustaf Douglas declined re-election. Melker Schörling was re-elected Chairman of the Board. The fee to the Board members was determined to SEK 5,425,000 in total (including fees for committee work) apportioned so that the Chairman of the Board shall receive SEK 1,000,000, the deputy Chairman SEK 725,000 and the other Board members, except for the President, SEK 450,000 each. The Chairman of the Audit Committee shall receive SEK 200,000, the Chairman of the Remuneration Committee SEK 100,000, a member of the Audit Committee SEK 100,000 and a member of the Remuneration Committee SEK 50,000.
The accounting firm PricewaterhouseCoopers, Stockholm, was re-elected auditor of the company for a period of four years. Peter Nyllinge, authorised public accountant, is auditor in charge.
The Meeting re-elected Gustaf Douglas (Investment AB Latour, etc.), Marianne Nilsson (Swedbank Robur) and Mats Tunér (SEB Fonder) and new elected Mikael Ekdahl (Melker Schörling AB) and Staffan Grefbäck (Alecta) as members of the Nomination Committee before the Annual General Meeting 2009. Gustaf Douglas was appointed Chairman of the Committee.
In accordance with the proposal of the Board, the Meeting resolved to declare a dividend of SEK 3.10 per share.
April 22, 2008 was determined as record date for dividend and payment from the Central Securities Depository (Sw: VPC) is expected to commence on April 25, 2008.
Guidelines for remuneration to management
The Annual General Meeting resolved on the adoption of guidelines for remuneration to management, principally entailing that the remuneration and other terms of employment shall be competitive and in accordance with market conditions, in order to ensure that the Securitas Group will be able to attract and keep competent management employees. The guidelines principally entail that the total remuneration to management shall consist of fixed annual salary, variable remuneration, pensions and other benefits. The variable remuneration shall be based on the outcome in relation to financial goals and growth targets within the individual area of responsibility (group or division) and be in line with the interests of the shareholders. The variable remuneration shall amount to a maximum of 50 % of the fixed annual salary for the President and 35-200 % for other management employees. Pension rights for management employees shall be applicable as from the age of 65 at the earliest. All group management employees shall be comprised by fee-based pension plans, for which pension plans insurance premiums shall be transferred from the individual’s total remuneration and be paid by the company during the term of employment. The variable remuneration shall principally not be pension qualifying. At dismissal of a management employee, the notice period shall amount to a maximum of 12 months with a right to redundancy payment equivalent to a maximum of 100 % of the fixed salary for not more than 12 months. At resignation by a management employee, the notice period shall amount to a maximum of 6 months. The Board shall be entitled to deviate from the guidelines in individual cases if there are particular grounds for such deviation. The complete guidelines are published on the company website.
President and CEO Alf Göransson reported on Securitas operations during the year 2007 and commented further work within Securitas. The script and the presentation are published in complete versions at www.securitas.com. The quotas below are from the script and refer to the operations:
“The security services part of the Group enjoyed the same good organic sales growth in 2007 as in 2006, i.e. 6%. The operating margin was 5.6%, which also was similar to 2006. Essentially – the growth was acceptable.”
“ In Europe, just like in 2006, Securitas continues to increase its market share. In North America Securitas grows at a rate of one or two percentage points below the market, On the other hand, the operating margin continues to improve and the US organization is full of confidence, energy and pride over their ´turnaround´.”
“Loomis, on the other hand, had a year full of problems, disappointments and harsh realities. But as its core, Loomis is a very good business which is capable of achieving good profitability. At the end of 2008 we expect to be able to allocate Loomis’ shares to our shareholders.”
“In 2007 we made eight acquisitions in South America, India and Eastern Europe. We are continuing along this path this year, among other things by gradually establishing a presence in the fast-growing Middle East.”
“Over the next few years the Group will develop in the direction of increased specialization and segmentation.”
This press release is also available at: www.securitas.com
Gisela Lindstrand, Senior Vice President Corporate Communications and Public Affairs, phone +46 10 470 3011 or mobile +46 70 287 8662
Securitas AB discloses the information provided herein pursuant to the Securities Markets Act and/or the Financial Instruments Trading Act. The information was submitted for publication at 18.00 on April 17, 2008.