The Nomination Committee proposes that the Annual General Meeting 2018 resolves to adopt the following principles for appointment of Nomination Committee and the assignment of the Nomination Committee and that the principles shall be applicable until the General Meeting resolves otherwise:

The Chairman of the Board of Directors shall be assigned, in consultation with the company's major shareholders, to appoint a Nomination Committee ahead of the forthcoming Annual General Meeting.

The Nomination Committee shall comprise of the Chairman of the Board of Directors and a minimum of five committee members. The committee members shall consist of the largest shareholders, or group of shareholders that have been grouped together in the Euroclear system (such group shall be viewed as one shareholder) based on Euroclear Sweden AB's shareholder information at 31 August the year prior to the Annual General Meeting.

If a shareholder waives the right to appoint a representative, the shareholder who is the next largest owner shall be offered the opportunity to appoint a representative. The majority of the members of the Nomination Committee shall be independent from the company and company management. The Nomination Committee's mandate period extends until a new Nomination Committee has been appointed. If an already appointed member resigns from the Nomination Committee, the shareholder that has appointed the member shall have the right to appoint a new member as replacement. If the major shareholder whom an appointed member represents significantly reduces its shareholding in the company, the Nomination Committee may offer another shareholder to appoint a member as replacement.

The duties of the Nomination Committee include:

  • to evaluate the composition and work of the Board of Directors,
  • to prepare a proposal to the Annual General Meeting regarding election of the Board of Directors and the Chairman of the Board of Directors,
  • to prepare a proposal, in cooperation with the company's Audit Committee, to the Annual General Meeting regarding election of auditor,
  • to prepare a proposal to the Annual General Meeting regarding fees to the Board of Directors, divided between the Chairman and other Board members as well as possible remuneration for committee work, and auditor,
  • to prepare a proposal to the Annual General Meeting regarding a Chairman for the Meeting, and
  • to prepare a proposal on principles for appointment of the next Nomination Committee, to the extent applicable.
    The composition of the Nomination Committee shall be announced in the company's financial report for the third quarter and published on the company's website no later than six months prior to the Annual General Meeting. The Nomination Committee is entitled to receive reasonable remuneration from the company for expenditure incurred with regard to evaluation and recruitment. Members of the Nomination Committee shall not receive any remuneration from the company.

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Alfa Laval AB published this content on 20 March 2024 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 20 March 2024 09:39:09 UTC.