The English text is an unofficial translation of the Swedish original, and in the event of any discrepancies between the Swedish text and the English translation the Swedish text shall take precedence. This is not a legal document.
PRESS RELEASE 30 JUNE 2015
The Annual General Meeting (the "Meeting") in Nordic Mines AB (publ) ("Nordic Mines" or the "Company") held today 30 June 2015, at Drabanten företagshotell, Bangårdsgatan 13, in Uppsala, Sweden, resolved in accordance with the proposed resolutions set forth in the notice to attend the Meeting, except as regards the proposed matter under item 15 of the proposed agenda which was withdrawn by the Board of Directors on 25 June 2015.
Resolution on adoption of the balance sheet and income statement, disposal of the result and discharge from liability
The Meeting resolved to adopt the balance sheet and the income statement as well as the consolidated income statement and the consolidated balance sheet for the financial year 2014.
The Meeting resolved that no dividend will be paid for the financial year 2014 and that the accumulated loss is carried forward in an amount of SEK 147,245,000.
The Meeting granted each of the members of the Board of Directors and the managing director discharge from liability for the financial year 2014.
Resolution on the number of Board members
The Meeting resolved that the number of Board members shall be five with no deputy members and that the Company shall have one auditor without deputy auditor.
Resolution on remuneration to the Board of Directors and the auditor
The Meeting resolved that remuneration, for the period until the end of the next Annual General Meeting, shall be paid to the Board members in a total amount of SEK 1,150,000, of which SEK 300,000 shall be payable to the Chairman of the Board of Directors, SEK 250,000 shall be payable to the Deputy Chairman of the Board of Directors and SEK 200,000 to each of the other Board members.
Further, the Meeting resolved that compensation to the auditor shall be paid according to approved invoice.
Election of Board members, chairman of the Board of Directors and auditor
The Meeting resolved to, for the period up until the end of the next Annual General Meeting, re-elect Lennart Schönning and Krister Söderholm and to elect Ulla-Britt Fräjdin-Hellqvist, Tord Cederlund and Manfred Lindvall to the Board of Directors. Lennart Schönning was re-elected as the Chairman of the Board of Directors and Ulla-Britt Fräjdin-Hellqvist was elected as the Deputy Chairman of the Board of Directors.
The Meeting further resolved to, for the period up until the end of the next Annual General Meeting, re-elect Öhrlings PricewaterhouseCoopers AB as auditor of the Company.
Resolution on appointment of a Nomination Committee
The Meeting resolved to appoint a Nomination Committee ahead of the Annual General Meeting 2016 in accordance with the proposal set forth in the notice to attend the Meeting.
Resolution on principles for remuneration to senior management
The Meeting resolved to adopt principles for remuneration to the managing director and other senior executives of the Company in accordance with the proposal set forth in the notice to attend the Meeting.
Resolution on a reduction of the share capital to cover losses
The Meeting resolved to reduce the Company's share capital by SEK 147,245,000 to be carried out without retirement of shares for loss coverage. The complete proposal for resolution of the reduction of the share capital is set forth in the notice to attend the Meeting. In connection herewith, the Meeting further resolved to amend the provision in § 4 of the Articles of Association regarding the limits of the share capital so that the share capital shall be not less than SEK 150,000,000 and not exceed SEK 600,000,000. The resolutions are conditioned upon the Company and the Company's lenders entering into the necessary agreements.
Resolution on a reverse share split
The Meeting resolved on a reversed split of the Company's shares 1:100, implying that 100 shares will be exchanged into one share. In connection herewith, the Meeting further resolved to authorise the Board of Directors to resolve on a new issue of shares in such an amount that is necessary to create an even number of shares after the reverse share split has been conducted and to amend the provision in § 5 of the Articles of Association regarding the limits for the number of shares so that the number of shares shall be no less than 30,000,000 shares and no more than 120,000,000 shares.
The complete proposals for resolutions on the reverse share split, the authorisation to issue new shares and the amendment of the Articles of Association are set forth in the notice to attend the Meeting. The resolutions are conditioned upon the Company and the Company's lenders entering into the necessary agreements.
Resolution to amend the Articles of Association
The General Meeting resolved to amend the provision in § 2 of the Articles of Association regarding the Company's registered office so that the registered office is the municipality of Stockholm (Sw. Stockholms kommun).
For further information, please contact:
Lennart Schönning, Chairman, +46 (0)8-5051 6500
Eva Kaijser, CEO, +46 (0)70 932 09 01
Jonatan Forsberg, CFO, +46 (0)76-105 13 10
For more information about Nordic Mines, please visit www.nordicmines.se.
The information presented above has been disclosed pursuant to the Securities Markets Act and/or the Financial Instruments Trading Act. The information was published on 30 June 2015 at 2.45 p.m.
Nordic Mines is a Nordic mining and exploration company. The Laiva mine in Finland produced gold between 2011 and 2014. The deposit is among the largest in the Nordic region. Nordic Mines is a member of Svemin and applies its reporting regulations for public mining and exploration companies. The Nordic Mines share has been admitted for trading on the Nasdaq Stockholm's Small Cap list. Also refer to www.nordicmines.se.
The issuer of this announcement warrants that they are solely responsible for the content, accuracy and originality of the information contained therein.
Source: Nordic Mines AB via Globenewswire
