AAK Annual Report 2018
108 and complete minutes from previous Annual General Meetings and Extraordinary General Meetings are published at www.aak.com . Annual General Meeting 2018 The Annual General Meeting held on May 30, 2018 was attended by shareholders representing around 63 percent of the share capital and votes in the company. Mikael Ekdahl was elected Chairman of the Meeting. The Annual General Meeting adopted the income statement and balance sheet, as well as the consol- idated income statement and consolidated balance sheet. Following this, the Annual General Meeting approved the Board’s proposal for a dividend for the 2017 financial year of SEK 8.75 per share. Märta Schörling Andreen, Gun Nilsson, Bengt Baron, Lillie Li Valeur and Marianne Kirkegaard were re-elected as ordinary members of the Board of Directors. Georg Brunstam was elected as new member of the Board of Directors. Georg Brunstam was elected Chairman of the Board. The employee organizations had appointed Lena Nilsson (PTK-L) and Leif Håkansson (IF Metall) as employee representative members of the Board, and Ingvar Andersson (IF Metall) and Fredrik Rydberg (PTK-L) as deputy members of the Board. The Annual General Meeting did not authorize the Board to resolve on the issue of new shares by the Company or the acquisition of the Company’s own shares. Nomination Committee The Annual General Meeting decides on the election of the Board, among other items. The task of the Nomi- nation Committee is to make proposals to the Annual General Meeting regarding the election of the Chairman and other members of the Board and of the Chairman of the Meeting, and regarding remuneration issues and related issues. Nomination Committee for the Annual General Meeting in 2019 At the Annual General Meeting 2018, Märta Schörling Andreen (Melker Schörling AB), Henrik Didner (Didner & Gerge Fonder), Lars-Åke Bokenberger (AMF Fonder) and Yvonne Sörberg (Handelsbanken fonder) were elected members of the Nomination Committee in respect of the Annual General Meeting 2019. Märta Schörling Andreen was elected Chairman of the Nomination Committee. In accordance with the Annual General Meeting’s resolution, and the share register as of August 30, 2018, Leif Törnvall (Alecta) has replaced Yvonne Sörberg (Handelsbanken fonder) as member of the Nomination Committee.The members of the Nomi- nation Committee represent around 42 percent of the votes in AAK. The decision also included the opportunity to change the composition of the Nomination Committee in the event of a change in ownership. During the year, the Nomination Committee held two minuted meetings. At this meeting, the Chairman reported on the eval- uation work, whereupon the Nomination Committee discussed any changes and new recruitment. The Nomination Committee has been contactable by letter with proposals from shareholders. The members of the Nomination Committee have not received any remuner- ation from AAK for their work. Shareholders who wish to contact the Nomination Committee can send letters addressed to AAK AB (publ.), Valberedningen, Skrivare- gatan 9, SE-215 32 Malmö, Sweden. The Board of Directors and its activities The tasks of the Board are regulated in the Swedish Companies Act and the Articles of Association. In addi- tion to this, the work of the Board is regulated by the working practices adopted by the Board each year. The procedural rules of the Board also regulate the distribu- tion of work and responsibilities between the Board, the Chairman of the Board and the CEO and also include procedures for financial reporting by the CEO to the Board. According to the current working practices, the Board shall meet at least six times each year, including a statutory meeting following election held immediately after the Annual General Meeting. The tasks of the Board shall include setting strategies, business plans, budgets, interim reports and year-end reports for AAK. The Board shall also monitor the work of the CEO, appoint and dismiss the CEO and decide on important changes to AAK’s organization and operation. The most important tasks of the Board are to set the overall goals for the company’s operation and to decide on the company’s strategy for achieving the goals; to ensure
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