Page 78 - Kitron Annual Report 2011

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78
Kitron annual report 2011
Shareholder information
Share capital
Kitron ASA (Kitron) has one class of shares. Each share
carries one vote at the company’s general meeting. The
shares are freely tradeable. No form of restriction on
tradeability is included in the articles of association.
Kitron’s registered share capital at 31 December 2011 was
NOK 172 961 625, divided between 172 961 625 shares
with a nominal value of NOK 1.00 each. The company had
no outstanding options or subscription rights in 2011.
Stock market listing
The company’s shares are listed on the Oslo Stock
Exchange (ticker code: KIT) in the OB Standard segment.
During 2011 the share price moved from NOK 2.29 to
NOK 1.55, a decrease of 32.3 per cent. The Oslo Børs
main index decreased by 13.1 per cent in the same
period. The share price has varied between NOK 1.47
and NOK 2.40. At the end of 2011 the company’s
market capitalisation was NOK 268.1 million. A total
of 18.6 million shares were traded during the year,
corresponding to a turnover rate of 10.8 per cent.
Shareholder structure
At the end of 2011 Kitron had 2 850 shareholders,
compared with 2 957 shareholders at the end of
2011. At the end of the year, the foreign shareholding
amounted to 51.5 per cent. Sievi Capital plc. is the
company’s largest shareholder and held 32.96 per
cent of the shares in Kitron at the balance sheet
date. Kongsberg Gruppen ASA is the second largest
shareholder, and held 19.3 per cent of the shares
in Kitron ASA at 31 December 2010. Kongsberg
Gruppen ASA is also one of the company’s largest
customers. Amber Trust II SCA is the third significant
shareholder with 13.77 per cent of the shares. The 20
largest shareholders held a total of 84.6 per cent of
the company’s shares at the end of the year.
Mandates
Increasing the share capital
The ordinary general meeting of 28 April 2011 author-
ised the board to execute one or more share capital
increases by issuing a number of shares maximized
to 10 per cent of Kitron’s registered share capital at
28 April 2011. The total amount by which the share
capital may be increased is NOK 17 296 162.50. The
authority applies until the ordinary general meeting in
2012, but no longer than 30 June 2012. The author-
ity may be utilised for mergers and acquisitions or
to raise funds for investments. The authority had not
been exercised at 31 December 2011.
Own shares
The ordinary general meeting on 28 April 2011 au-
thorised the board to acquire own shares, for a total
nominal value of up to NOK 17 296 162.50, which
is equal to 10 per cent of Kitron’s registered share
capital at 28 April 2011. Under the authorisation the
company shall pay minimum NOK 1.00 per share and
maximum the prevailing market price per share on
the day the offer is made, provided, however, that the
amount does not exceed NOK 25.00 per share. The
authority is valid until the ordinary general meeting in
2012 but no longer than 30 June 2012. The authority
had not been exercised at 31 December 2011.
Dividend policy
Kitron ASA has as a policy to pay dividend corre-
sponding to between 30 and 50 per cent of net profit
for the year, provided that the company’s share capital
and liquidity situation are acceptable after the divi-
dend has been paid out.
Information and investor relations
Kitron wishes to maintain open communications with
its shareholders and other stakeholders. Stakeholders
are kept informed by announcements to the Oslo Børs
and press releases. Kitron’s website www.kitron.com
provides information on Kitron’s business and financial
situation. Interim financial statements are presented at
meetings open to the general public and are available
as webcasts at www.kitron.com.
Kitron reports all manufacturing orders exceeding NOK
20 million. The group also reports smaller orders if these
are of strategic importance or significant in any other way.
The corporate management is responsible for commu-
nication activities and investor relations, and also fa-
cilitates direct contact with the chairman of the board
and other board members.