Annual General Meeting 2020
Appropriation of profits
The Annual General Meeting resolved to adopt the Board of Directors proposal of appropriation of the company’s profit, meaning that no dividend is to be paid for the financial year 2019. The company’s accrued non-restricted profits of SEK 1 277 340 518 were carried forward.
Election of Board members and auditors
The Annual General Meeting resolved that the Board would comprise six members and re-elected Nora Førisdal Larssen, Marlene Forsell and George Adams. Jan Svensson, Arja Taaveniku and Carsten Rasmussen was elected as new Board members and Nora Førisdal Larssen was elected as Chairman of the Board. Hans Eckerström, Stefan Jacobsson and Jill Little had declined re-election.
Deloitte AB was re-elected as auditor for the period up to the end of the next Annual General Meeting, with Authorised Public Accountant Daniel de Paula as Auditor in Charge until further notice.
Fees to the Board of Directors and auditors
The Annual General Meeting resolved that fees would be paid to the Board of Directors in the total amount of SEK 3,250,000, distributed as follows: SEK 1,200,000 to the Chairman, SEK 410,000 to other Board members who do not receive a salary from the company, SEK 150,000 to the Chairman of the Audit Committee and SEK 125,000 to the member of the Audit Committee. It was resolved that fees to auditors be paid in accordance with approved invoices.
The Annual General Meeting appointed Peter Hofvenstam (Chairman) representing Nordstjernan, Ricard Wennerklint representing If Skadeförsäkring, Mats Gustafsson representing Lannebo Fonder and Arne Lööw representing the Fourth Swedish National Pension Fund, as members of the Nomination Committee for the period until the end of the 2021 Annual General Meeting.
Guidelines for remuneration to senior executives
The Annual General Meeting resolved to adopt the guidelines for remuneration and other employment conditions to senior executives. The guidelines’ main stipulation is that remuneration to senior executives corresponds to market levels and may comprise both fixed and variable cash salary as well as pension and other benefits. The variable salary portion for the President and other senior executives may amount to a maximum of 65 per cent of fixed annual salary and pension and other benefits portion to a maximum of 40 per cent of fixed annual salary.
Authorisation to acquire and sell shares
The Annual General Meeting resolved to authorise the Board of Directors to, on one or several occasions during the period until the 2021 Annual General Meeting, acquire shares in an amount limited so that the total holding of treasury shares does not exceed 10 per cent of all shares in the company. The Annual General Meeting also resolved to authorise the Board of Directors to, on one or several occasions during the period until the 2021 Annual General Meeting, sell treasury shares outside Nasdaq Stockholm.