PostNord 2014 Annual General Meeting

The PostNord AB annual general meeting was held on April 23, 2014. The AGM re-elected Jens Moberg as Chairman of the Board. The AGM also resolved to distribute a dividend of SEK 128.8 million and to adopt financial targets.

In his speech to the AGM, PostNord President & Group CEO Håkan Ericsson reported on subjects including the group’s situation and priorities going forward. He also stated that, when the group’s priorities were subject to a thorough review, it became increasingly clear that PostNord had a less-than-optimal operational model. As a result, there were some sub-optimizations and the group was not meeting its customers with an integrated offer. Accordingly, a new organizational structure was introduced as of March 31st, with country units responsible for production and sales in each country. Product and service ownership was also placed with two new business areas: Mail & Communication and Logistics. The business areas will be responsible for developing and packaging attractive offers for all of the group’s businesses. More efficient working practices were introduced when the new organization came into effect on March 31st, including fewer management levels and less administration. A strategic corporate unit for e-commerce was simultaneously established to increase focus and concentrate efforts on the group’s offer for this growth area.

PostNord AB (publ), owned 40% by the Danish State and 60% by the Swedish State, is the parent company of PostNord Group. Votes are allocated 50/50 between the owners. The Danish State was represented at the AGM by Michael Birch, Director at the Danish Ministry of Transport, and Christine Leandersson, First Secretary at the Swedish Ministry of Finance.

Resolutions adopted by the annual general meeting:

The AGM adopted the income statement and balance sheets and the consolidated income statement and balance sheets for 2013.

The AGM approved the Board’s proposal to distribute a dividend of SEK 0.0644 per share, for a total of SEK 128.8 million, to shareholders.

The Board of Directors and the President & CEO were discharged from liability for financial year 2013.

The Board presented its proposed guidelines for determining compensation for executives, which were approved by the AGM.

The AGM approved the proposals on remuneration to the Board for the period through the 2015 AGM. The AGM also resolved that no Board of committee fees will be paid to members employed by the Government Offices, and that auditor fees shall be paid upon invoice approval.

The AGM resolved that the Board of Directors shall be comprised of eight AGM-elected members and no deputies. Jens Moberg was re-elected as Chairman of the Board. The AGM re-elected Board members Mats Abrahamsson, Gunnel Duveblad, Christian Ellegaard, Sisse Fjelsted Rasmussen, Torben Janholt and Anitra Steen. The AGM elected Magnus Skåninger as new Board member. Magnus is Assistant Undersecretary and heads the Unit for State-owned Enterprises at the Swedish Ministry of Finance.

The AGM also re-elected auditing firm KPMG AB as auditor for the period through the close of the 2015 annual general meeting.

The AGM resolved to adopt the following financial targets:

Capital structure target: Net debt ratio of 10-50 percent.

Net debt ratio is defined as net debt divided by equity.

Profitability target: Return on operating capital of 10.5 percent.

Return on operating capital is defined as operating profit divided by average operating capital.

Dividend policy: Dividend of 40-60 percent of net profit, with 50 percent as the norm.

The dividend shall be justifiable in view of requirements imposed by the nature, scope and risks of the business on the size of equity and the company’s consolidation requirements, liquidity and general position. Ordinary dividends shall be 40-60 percent of net profit, with 50 percent as the norm. Dividends are distributed on condition that the net debt ratio after distribution does not exceed 50 percent.

The financial targets are long-range and evaluated over a three- to five-year period. Changes in market conditions or the company’s operations may lead to a revision of the targets.

Complete minutes of the annual general meeting and the speech from Håkan Ericsson, President & Group CEO will be available on PostNord’s website: www.postnord.com.

PostNord AB (publ) discloses the information provided herein pursuant to the Swedish Securities Markets Act and/or the Swedish Financial Instrument Trading Act. The information was submitted for publication on April 23, 2014.

Last updated: 4/23/2014 4:56 PM