6 February 2015 р.
Proposals for resolution of the nomination committee to the annual general meeting (AGM) in Industrial and Financial Systems, IFS AB (publ.)
The nomination committee of Industrial and Financial Systems, IFS AB (“IFS”, the “company”), consisting of Gustaf Douglas (Förvaltnings AB Wasatornet, committee chairman), Lars Bergkvist (Lannebo Fonder), Ulf Strömsten (Catella Fonder), Bengt Nilsson (founders), and Anders Böös (chairman of the board of the company), jointly representing approximately 52 percent of the voting rights in the company, submits the following proposals to the AGM:
Chairman of the AGM
It is proposed that Anders Böös be appointed to chair the AGM.
Board of directors
The nomination committee proposes that the board of directors consist of seven members, without deputies.
It is proposed that Anders Böös, Ulrika Hagdahl, Birgitta Klasén, Neil Masom, Bengt Nilsson, and Alastair Sorbie be re-elected to the board.
Furthermore, the nomination committee proposes the election of Gunilla Carlsson.
Gunilla Carlsson was born in 1963 and has many years’ experience from international work and relations, primarily in the public sector and the political systems in Sweden and Europe. Between the years 2006 and 2013, Gunilla Carlsson was Sweden’s Minister for International Development Cooperation. She was a member of the Swedish Parliament during the years 2002–2013 and before that was a member of the European Parliament during the years 1995–2002. Gunilla Carlsson also has several years’ experience in board work and honorary positions in international organizations. In addition, she has previously several years’ experience in accounting and auditing in private businesses.
It is also proposed that Anders Böös remain as chairman of the board and Bengt Nilsson remain as vice chairman of the board.
The nomination committee proposes that the registered public accounting firm PricewaterhouseCoopers AB be re-elected as the company’s auditors until the end of the next AGM.
Remuneration to the board of directors and the auditor
Directors’ fees are proposed to amount to a total of SKr 3,425,000, of which an unchanged amount of SKr 1,400,000 be paid to the chairman of the board and an unchanged amount of SKr 375,000 be paid to each of the other board members, with the exception of the CEO. An unchanged fee of SKr 100,000 is proposed to be paid to the chairman of the audit committee and an unchanged fee of SKr 50,000 to its other members.
Auditors’ fees are proposed to be paid to the company’s auditors according to approved invoices.
Establishment of a nomination committee
As regards the establishment of a nomination committee for the AGM 2016, the same principles and procedures as for this year’s AGM are proposed to be applied.
The AGM for 2015 will be held on March 25, 2015 in Stockholm, Sweden. The proposals of the nomination committee will be further outlined in the notice of the AGM. No later than upon the release of the notice will the justification of the committee’s proposals be available on the company’s website. The complete proposals of the nomination committee, alongside all other proposals and documents to be presented at the AGM, will be available for the shareholders and posted on the company’s website no later than three weeks prior to the AGM. Said documents will also be sent free of charge to shareholders upon request.
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IFS discloses the information provided herein pursuant to the Financial Instruments Trading Act (1991:980) and/or the Securities Markets Act (2007:528).
The information was submitted for publication on February 6, 2015 at 8:15 a.m. (CET).