21.04.2010 16:09:00

Resolutions at the Precise Biometrics Annual General Meeting 2009

Regulatory News:

At the Annual General Meeting of Precise Biometrics (STO:PREC), which was held today on Wednesday April 21, it was inter alia resolved to adopt guidelines for remuneration to management and to adopt a minor change in the determination of principles for appointing Nomination Committee. In addition, the Annual General Meeting approved the proposal of the board to authorize the board to increase the company's share capital by way of new issue of shares and/or convertibles, with deviation from the shareholders' preferential rights, through which the company intends to enable company acquisitions against payment in own shares and/or convertibles.

Election of board members, chairman of the board and auditor All board members, namely Lisa Thorsted, Marc Chatel, Torbjörn Clementz, Eva Maria Matell and Lena Widin Klasén were re-elected as members of the board. Lisa Thorsted was elected chairman of the board. The Annual General Meeting also resolved that remuneration to the board shall be given, as before, so that the chairman of the board receives SEK 210,000, the other four board members that are not employed in the company receive SEK 105,000 each and that the auditor's fees shall be paid as per invoice. Dividends It was resolved that no dividends would be issued for the financial year of 2009. Guidelines for remuneration to management In accordance with the proposal of the board, the Annual General Meeting resolved to adopt guidelines for management principally entailing that remuneration and terms of employment shall be competitive and in accordance with market conditions, and that the remuneration shall have a pre-determined cap. The variable remuneration shall amount to a maximum of 50 % of the fixed basic salary for the Managing Director and 30 % of the fixed annual salary for other management employees. The variable remuneration regarding employees in the US shall amount to a maximum of 50 % of the fixed annual salary. Remuneration may also be paid by way of warrants and other share-related incentive programs. At termination of employment, a mutual notice period of 6 months shall be applicable for the Managing Director and 3-6 months for other management employees. Redundancy payment to the Managing Director may be paid by a maximum of 12 monthly salaries if the employment is terminated by the company. Other management employees shall not be entitled to redundancy payment. The retirement age for all members of management shall be 65 years and the pension premium shall be calculated based on age and salary and may amount to a maximum of 25 % of the fixed salary. The resolution entails a level of remuneration principally in accordance with that of the previous year.

Authorization for the board to resolve upon new issue of shares and/or convertibles In accordance with the proposal of the board, the Annual General Meeting resolved to authorize the board to decide upon an increase of the company's share capital through new issue of a maximum of 10 million shares and/or convertibles. Such issue may entail a deviation from the shareholders' preferential rights and also entail that payment of the new shares and/or convertible bonds may be made in cash, by consideration in kind or by right of set-off. Full exercise of the authorization, at full conversion, entails an increase of the company's share capital by SEK 5,4 million, which corresponds to a dilution of just below 10 % of the present share capital and votes. The purpose of the authorization and the reason for the deviation from the shareholders' preferential rights is to enable the company to effect payment of company acquisitions by the company's own shares and/or convertibles and to obtain capital contributions from new owners that are strategically important. Change in determination of principles for appointing Nomination Committee In accordance with the proposal of the Nomination Committee, the Annual General Meeting resolved a change in determination of principles for appointing Nomination Committee as follows: The chairman of the board shall every year in the third quarter convene a nomination committee which, in addition to the chairman, shall consist of representatives from three of the Company's largest shareholders in accordance with Euroclear AB’s list of registered shareholders as of August 31 every year. If any on these shareholders should wish to abstain from the right to appoint a representative, the right shall be transferred to the shareholder who after this shareholder has the largest holding.

A member shall retire from the nomination committee if the shareholder who appointed this member is no longer one of the three largest accepting shareholders, after which new shareholders shall in turn and in relation to the size of their holdings be offered the opportunity to appoint a member. However, unless there are any special reasons no changes shall be made in the composition of the nomination committee if only minor changes in the number of votes take place, or such changes take place later than two months prior to the annual general meeting. A member shall be automatically retired, however, if the shareholder who appointed him has sold their holding.

The duties of the nomination committee shall be, prior to the annual general meeting, to prepare a proposal for the election of a chairman at the annual meeting, the election of the chairman and other members of the board, principles for the structure of the committee, and where appropriate the election of auditors and consideration of their fees and other related issues.

Precise Biometrics is a market-leading provider of products and solutions for fingerprint recognition. The technology proves people's identities in a fast and secure way, while it reduces costs related to password management, identity theft and fraud.

Precise Biometrics serves business and government organizations throughout the world and its technology is licensed to close to 100 million users. Precise Biometrics is listed on NASDAQ OMX Stockholm small cap list (PREC). For more information, please visit www.precisebiometrics.com

This information was brought to you by Cision http://www.cisionwire.com

Nachrichten zu Precise Biometrics ABShsmehr Nachrichten

Keine Nachrichten verfügbar.

Analysen zu Precise Biometrics ABShsmehr Analysen

Eintrag hinzufügen
Hinweis: Sie möchten dieses Wertpapier günstig handeln? Sparen Sie sich unnötige Gebühren! Bei finanzen.net Brokerage handeln Sie Ihre Wertpapiere für nur 5 Euro Orderprovision* pro Trade? Hier informieren!
Es ist ein Fehler aufgetreten!