At the Annual General Meeting (AGM) in Peab AB (publ) held on Thursday Anders Runevad was elected the new Chairman of the Board and Magdalena Gerger a new member of the Board. The AGM adopted the income statement and balance sheet as well as decided on the disposition of company profits, election of, and remuneration to, the Board of Directors and auditor and election of the Nomination Committee. The AGM also authorized the Board to decide on issues and transfers of own shares and adopted Peab’s Remuneration Policy and changes in the articles of association. In the constitutional meeting afterwards the Board made Mats Paulsson an honorary Chairman.
In order to hinder the spread of COVID-19 the Annual General Meeting (AGM) was held solely through postal voting on the basis of temporary legislation. It was not possible to physically participate, personally or through a representative.
The AGM approved the Board’s proposal of a dividend for the financial year of 2020 of SEK 4.50 per share. Monday, May 10, 2021 was adopted as the record date for dividend distribution.
The AGM adopted the company and Group balance sheet and income statement for 2020 and discharged the Board members and the CEO from liability for the financial year of 2020.
In accordance with the proposal of the Nomination Committee the AGM decided the Board would contract from nine to eight ordinary members elected by the AGM. The AGM reelected Karl-Axel Granlund, Liselott Kilaas, Kerstin Lindell, Fredrik Paulsson, Malin Persson, Lars Sköld and Anders Runevad and elected Magdalena Gerger as a new Board member. Anders Runevad was elected the new Chairman of the Board. The previous Chairman of the Board Göran Grosskopf and Board member Mats Paulsson declined reelection and therefore left the Board.
Remuneration to the Chairman of the Board of Directors was set at SEK 1,100,000 (900,000) and for each of the other board members at SEK 550,000 (450,000). Remuneration for work on the Remuneration and Finance Committees was set at SEK 75,000 (unchanged) for each member of those committees. Remuneration for work on the Audit Committee was set at SEK 150,000 (unchanged) for the chairman and SEK 75,000 (unchanged) for each of the other members. The total amount of fees to Board members adopted was SEK 5,775,000 (5,325,000).
According to the Audit Committee’s proposal the auditor reelected until the end of the AGM 2022 was the registered accounting company EY with Jonas Svensson as principle company auditor. It was also decided the auditor will be compensated according to approved invoices.
The AGM adopted the Nomination Committee’s proposal that the Nomination Committee consist of a representative for each of the three shareholders with the largest number of votes according to the share register per September 30 as well as the Chairman of the Board of the company. The Nomination Committee chooses its chairman amongst themselves. In the event that one of members of the Nomination Committee should leave it before the Nomination Committee’s work for the year is completed the chairman of the Nomination Committee is entrusted with, as needed, appointing a new member to the Nomination Committee. If the chairman is the member who leaves, the other members will appoint a new chairman who will then make a decision concerning the appointment of a new member.
The AGM authorized the Board of Directors to decide, on one or more occasions during the period up to the next AGM, on a new issue of B shares corresponding at the most to a total of ten percent of the registered share capital at the time of the authorization, with or without preferential rights for current shareholders.
The AGM authorized the Board of Directors, during the period up to the next AGM, to decide to acquire, on NASDAQ Stockholm AB or through an acquisition offer aimed at all shareholders or holders of shares of a particular class, a maximum number of shares so that the company's holding of its own shares after the acquisition does not exceed one tenth of all shares in the company. The shares may be acquired on NASDAQ Stockholm AB at a price within the price interval registered at any given time and, in the case of acquisition through an acquisition offer, at a price equivalent to the lowest stock market price at the time of the offer with a maximum upward deviation of 30 percent. Shares may only be acquired for compensation in cash.
The AGM authorized the Board of Directors, during the period up to the next AGM, to decide to transfer, on NASDAQ Stockholm AB or in connection with, for example, a corporate acquisition and with or without any deviation from the shareholders' preferential rights, a maximum of all the company's own shares held by the company on NASDAQ Stockholm AB at a price within the price interval registered at any given time and, in the case of divestment by other means, at a price equivalent to the stock market price of the shares at the time of the transfer with any deviation that the Board of Directors may deem appropriate.
The AGM approved the Board’s Remuneration Report and adopted its proposed Remuneration Policy. The Remuneration Policy has been drawn up to fulfill the changes in legal requirements and the Swedish Code of Corporate Governance. The Remuneration Policy will be reviewed by the AGM as needed, however no later than in four years.
The AGM also adopted the Board’s proposed changes in the articles of association entailing that the Board has the right to decide that a person who is not a shareholder shall have the right to be present at, or in some other way follow, the AGM, that shareholders shall have the right to postal vote before the AGM and that the Board has the right to collect proxies according to the procedure stipulated in the Companies Act.
For further information, please contact:
Juha Hartomaa, Head of Investor Relations Peab, +46 725 33 31 45