In accordance with the resolution of the Annual General Meeting (AGM) 2018, a nomination committee has been appointed. Information regarding the composition of the nomination commitee was publicly announced in a press release December 7, 2018. The committee includes the following members:
- Torbjörn Kronander (largest shareholder and CEO)
- Carl-Erik Ridderstråle (representing Jan-Olof Bruer, second-largest shareholder)
- Jan Särlvik (representing Nordea Investment Funds, the fourth-largest shareholder)
- Jan-Olof Brüer (in his role as Chairman of the Board)
The Nomination Committee represents a total of approximately 43% of the votes and 33% of the shares of the company November 30, 2018.
Carl-Erik Riderstråle, who is representing the company’s second-largest shareholder in terms of votes, will be appointed Chairman of the Nomination Committee. Torbjörn Kronander, the company’s largest shareholder in terms of votes, decided to abstain from the chairmanship due to his role as CEO and President of Sectra AB.
Shareholders who wish to submit proposals may do so in writing to the Nomination Committee by email: email@example.com, or by mail: Sectra AB, Attn. Nomination Committee, Teknikringen 20, SE-583 30 Linköping, Sweden. In order for a proposal to be addressed, the Nomination Committee must have received it in good time prior to the publication of the notice of the AGM.
The Nomination Committee’s proposals will be presented in the notice of the AGM and made available on the company’s website not earlier than six weeks and not more than four weeks prior to the Meeting date.
The Nomination Committee prepare proposals to the AGM for:
- election of and fees to the Chairman of the Board and other Board members
- election of and fees to the auditors and deputy auditors
- resolution on principles governing the composition of the Nomination Committee
- Chairman of the AGM
September 6, the AGM 2018 resolved to appoint a Nomination Committee in accordance with the following principles. The Chairman of the Board shall, not later than november 30, 2018, contact the three largest shareholders in the company (based on the number of votes), each of which is then entitled to appoint a member to the Nomination Committee. Should any of the three largest shareholders waive the right to appoint a member to the Nomination Committee, the next shareholder in terms of the largest number of votes shall be offered the opportunity to appoint a member to the Nomination Committee. In addition, the Chairman of the Board is a member of the Nomination Committee. The Chairman of the Board convenes the Nomination Committee to the first meeting.
The member who represents the shareholder with the largest number of votes shall be appointed Chairman of the Nomination Committee. The Nomination Committee’s mandate period extends until a new Nomination Committee is appointed. Should a member resign from the Nomination Committee in advance, an alternate shall be appointed in accordance with the principles above. The composition of the Nomination Committee shall be announced not later than six months prior to the AGM.
The Nomination Committee is composed based on the known shareholding of the company as per October 31, 2018. If significant changes occur in ownership after the Nomination Committee is formed, the composition of the Nomination Committee can also be changed in accordance with the principles above. Changes in the Nomination Committee shall be disclosed immediately.
No fees are paid to members of the Nomination Committee.