The shareholders in
The Annual General Meeting of
The company's CEO presentation will be published on
Right to participate in the Annual General Meeting and notice of participation
A shareholder who wishes to participate in the Annual General Meeting must
- be recorded in the share register maintained by
Euroclear Sweden AB relating to the circumstances onApril 14, 2022 , and
- notice participation as follows below.
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A shareholder who wishes to participate in the Annual General Meeting by advance voting must notify its intention to participate in the general meeting by casting its advance vote in accordance with the instructions under the heading Advance Voting below, so that the advance vote is received by
Euroclear Sweden AB no later thanApril 20, 2022 . -
A shareholder who wishes to participate in the Annual General Meeting at the venue in person or represented by a proxy, must notify participation at the latest
April 20, 2022 , toEuroclear Sweden AB . Notification of participation can either be made by phone to +46 8 402 91 98, Monday to Friday9:00 a.m. to4.00 p.m. , or on the website https://anmalan.vpc.se/euroclearproxy. Please state, name, personal or corporate registration number, address, telephone number and the number of any accompanying advisor(s) (maximum two).
Nominee-registered shares
In addition to providing notification of participation as described above, a shareholder whose shares are held in the name of a nominee must register its shares in its own name so that the shareholder is recorded in the share register relating to the circumstances on
Advance Voting
A special form for advance voting (postal voting) must be used. The form is available on
If a shareholder votes in advance as well as notifies its participation at the venue in person, the advance vote remains valid to the extent that the shareholder does not participate in a voting during the general meeting or otherwise withdraws the submitted advance vote. If the shareholder chooses to participate in a voting during the general meeting, the cast vote will replace the previously submitted advance vote on the item in question.
For any questions regarding the advance voting or to request a voting form sent by mail, please contact
Proxy etc.
Shareholders who vote in advance by proxy must enclose a written and dated proxy together with the completed voting form. If the shareholder is a legal entity, a certificate of incorporation or an equivalent certificate of authority must be enclosed as well.
If a shareholder is represented by a proxy at the venue, a written and dated proxy, as well as a certificate of incorporation or an equivalent certificate of authority, should be sent by mail to
A proxy form is available at
investors/corporate-governance/.
Proposed agenda
- Opening of the Annual General Meeting.
- Election of Chairman for the general meeting.
- Preparation and approval of the voting register.
- Approval of the agenda for the general meeting.
- Election of one or two persons to attest the minutes.
- Determination whether the general meeting has been duly convened.
- Statement by the CEO.
- Presentation of the annual report and the Auditor's report, as well as the consolidated annual report and the Auditor's report for the group, and the Auditor's report regarding compliance with the applicable Executive Remuneration Policy.
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Resolution on
- the adoption of the income statement and the balance sheet as well as the consolidated income statement and the consolidated balance sheet;
- allocation of the company's profit according to the adopted balance sheet, and record date for distribution of profits; and
- discharge from liability for members of the Board of Directors and the CEO.
- Presentation of the Board of Directors' remuneration report for approval.
- Determination of the number of members and deputy members of the Board of Directors to be elected by the general meeting as well as the number of Auditors and deputy Auditors.
- Determination of compensation to the Board of Directors and the Auditors.
- Election of Chairman of the Board of Directors, other members of the Board of Directors and deputy members of the Board of Directors, as well as Auditors and deputy Auditors.
- Resolution on reduction of the share capital by cancellation of shares in the company and on increase of the share capital through a bonus issue.
- Resolution on authorization for the Board of Directors to decide on purchase of shares in the company.
- Closing of the Annual General Meeting.
Proposed resolutions
Item 2
The Nomination Committee proposes that the Chairman of the Board of Directors, Dennis Jönsson, is appointed Chairman of the 2022 Annual General Meeting.
The Board of Directors proposes a distribution of profits in an amount of
Item 11 -13
The Nomination Committee proposes as follows.
Item 11: The number of members of the Board of Directors, who are elected by the general meeting, is proposed to be reduced by one person and thus consist of eight elected members with no deputies. Both the number of Auditors and the number of deputy Auditors are proposed to be two.
Item 12: The compensation to the Board of Directors is proposed to be
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In addition to the above proposed compensation, it is also proposed that additional compensation shall be distributed to the elected members of the Board who also hold a position in any of the Committees as follows below:
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Bracketed figures refer to compensation for year 2021. Please note that the total amount proposed for 2022 includes compensation for eight members of the Board compared to nine members in 2021.
Compensation to the Auditors is proposed to be paid as per approved invoice.
Item 13: The Nomination Committee proposes re-election of the Board members
Information on all members proposed as Board members and the Nomination Committee's reasoned statement are available at
In accordance with the Remuneration Committee's recommendation, the Nomination Committee proposes that the authorized public accountants
Item 14
The Board of Directors proposes that the Annual General Meeting resolve to reduce the share capital by cancellation of the 5,579,492 shares that currently have been repurchased under Alfa Laval AB's share buy-back program. The Board of Directors proposes that the reduction amount is transferred to the company's non-restricted equity, whereby the share capital is reduced by SEK 14,854,300 .
To restore the share capital after the reduction of the share capital, the Board of Directors proposes that the Annual General Meeting simultaneously resolves to increase the share capital by
The effect of the Board of Directors' proposal on reduction of the share capital is that the company's share capital and restricted equity will be reduced by
Item 15
The Board of Directors proposes authorization to the Board of Directors to decide to purchase shares in the company as follows.
The Board of Directors is authorized, during a period up until the Annual General Meeting 2023, to purchase shares in the company on as many occasions as it deems appropriate, however, only to the extent that the company's holding at no time exceeds five percent of the shares in the company that are not repurchased. Purchase shall be made on Nasdaq Stockholm at a price per share within the prevailing price interval. The purpose of the authorization is to give the Board the possibility to adjust the capital structure of the company until the next Annual General Meeting, after which the Board intends to propose that repurchased shares are cancelled and that a corresponding bonus issue of shares is initiated to restore the size of the share capital.
Available documents
The annual report and other basis for the resolutions, including the Nomination Committee's proposals and its reasoned statement, will be available on the company's website, www.alfalaval.com/investors/corporate-governance/, no later than
Number of shares and votes in the company
At the date of this notice, the total number of shares and votes in the company is 419,456,315. All shares are of the same class.
Information at the Annual General Meeting
The Board of Directors and the CEO shall, if any shareholder so requests and if the Board of Directors considers that this is possible without significant harm to the company, give information on circumstances that may affect the assessment of an item on the agenda, circumstances that may affect the assessment of the financial situation of the company or its subsidiaries and the company's relationship with another group company.
Processing of personal data
For information regarding the company's processing of personal data and shareholders rights, please see the Privacy Policy at: https://www.euroclear.com/dam
/ESw/Legal/Privacy-notice-bolagsstammor-engelska.pdf or contact the company at the following email address: dataprivacy@alfalaval.com.
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The Board of Directors
https://news.cision.com/alfa-laval/r/annual-general-meeting-in-alfa-laval-ab--publ-,c3529881
https://mb.cision.com/Main/905/3529881/1551936.pdf
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