Annual General Meeting of Securitas AB (publ)
Tuesday, April 17, 2007
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, Gustaf Douglas, Marie Ehrling, Annika Falkengren, Stuart E. Graham, Berthold Lindqvist, Fredrik Palmstierna, Melker Schörling and Sofia Schörling Högberg and elected the new Board member Alf Göransson, who succeeded Thomas Berglund as President as of March 5, 2007. Thomas Berglund declined re-election. Melker Schörling was re-elected Chairman of the Board. The fee to the Board members was determined to SEK 4,800,000 in total (including fees for committee work) apportioned so that the Chairman of the Board shall receive SEK 900,000, the deputy Chairman SEK 650,000 and the other Board members, except for the President, SEK 400,000 each. The Chairman of the Audit Committee shall receive SEK 200,000, the Chairman of the Remuneration Committee SEK 100,000, member of the Audit Committee SEK 100,000 and member of the Remuneration Committee SEK 50,000.
The Meeting elected Gustaf Douglas, Melker Schörling, Marianne Nilsson (Swedbank Robur) and Mats Tunér (SEB Fonder) as members of the Nomination Committee before the Annual General Meeting 2008. Further, the Nomination Committee can appoint one additional member to the Committee. 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 20, 2007 was determined as record date for dividend and payment from the Central Securities Depository (Sw: VPC) is expected to commence on April 25, 2007.
Guidelines for remuneration to management
The Annual General Meeting resolved on 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. To sum up, the guidelines entail that the total remuneration to management shall consist of fixed annual salary, variable remuneration, pensions and other benefits. The variable remuneration shall amount to a maximum of 50 % of the fixed annual salary for the President, and 35-100 % for other management employees, and be based on the outcome in relation to financial goals and growth targets within the individual area of responsibility (group or division).
Pension rights for management employees shall be applicable as from the age of 65 at the earliest, the pension plans shall be fee-based and insurance premiums transferred from the individual's total remuneration and paid by the company during the term of employment. 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 full guidelines can be found on the company website.
President and CEO Alf Göransson reported on Securitas administration during the year 2006 and commented further work within Securitas. The script and the presentation are to be found in complete versions at www.securitas.com The quotas below are from the script and refer to the operations:
"My impression is that our US organization is strong and well organized, and that the acquisitions carried out from 1999 to 2001 that have made Securitas the market leader, are now truly together under one and the same flag and that management has successfully corralled the operations' history and diverse roots under the Securitas banner. We are well equipped to take on new challenges in the USA".
"During the past year, management in Europe has divided operations and organized them to serve customers - with permanent guarding for large customers, and patrolling and electronic alarm monitoring for small and medium-sized customers.This specialization improves each area's ability to develop its services, increase its growth and create a focus within Securitas to develop the right type of customer service - regardless of whether it concerns a large multinational corporation, a small store in a large city or rural community, or a security installation installed by a third party".
"As regards Loomis - the Securitas cash management services and secure transportation operations - we intend to divest the division to shareholders and list the operation on the stock market in the second half of the year, following the same procedure as was used for Systems and Direct. This time plan is however dependent on stability in the UK cash management operation".
"We have begun the process of taking the Securitas strategy one step further, and I intend to summarize and present this endeavor, providing more substance and concrete examples, in conjunction with the presentation of our six-month interim report in August".
This press release is also available at: www.securitas.com
The press release can be downloaded from the enclosed link.