Annual General Meeting 2021
The resolutions passed at Investor’s Annual General Meeting (the ”Meeting”) on May 5, 2021, included the following.
Approval of the income statement and the balance sheet
The Meeting approved the income statement and the balance sheet for the parent company, as well as of the consolidated income statement and the consolidated balance sheet for the fiscal year 2020.
The Meeting resolved, in accordance with the proposal of the Board, on a dividend to the shareholders of SEK 14.00 per share to be paid in two installments. At the first installment SEK 10.00 per share is paid with the record date Friday, May 7, 2021. At the second installment SEK 4.00 per share is paid (or SEK 1.00 per share after implementation of the share split 4:1 approved by the Meeting, see below) with the record date Monday, November 8, 2021. The dividend is expected to be paid on Wednesday, May 12, 2021, and on Thursday, November 11, 2021.
The Meeting approved the Remuneration Report presented by the Board of Directors.
Board of Directors
The Meeting discharged the members of the Board and the President from liability for the fiscal year 2020.
The Meeting re-elected, in accordance with the Nomination Committee’s proposal, the Board members Gunnar Brock, Johan Forssell, Magdalena Gerger, Tom Johnstone, Sara Mazur, Grace Reksten Skaugen, Hans Stråberg, Jacob Wallenberg and Marcus Wallenberg. Lena Treschow Torell had declined re-election. In accordance with the Nomination Committee’s proposal, the Meeting elected Isabelle Kocher and Sven Nyman as new members of the Board of Directors and re-elected Jacob Wallenberg as Chair of the Board of Directors.
Compensation to the Board of Directors
The Meeting resolved on compensation to the Board in accordance with the Nomination Committee’s proposal of in total SEK 12,205,000, which will be divided, in cash and in so-called synthetic shares, as follows: SEK 2,925,000 to the Chair, SEK 1,700,000 to the Vice Chair, SEK 780,000 to the other eight members of the Board not employed by the Company, and a total of SEK 1,340,000 in cash for work in the committees of the Board. The compensation for work in the committees of the Board is allocated in the sum of SEK 320,000 to the Chair of the Audit and Risk Committee and SEK 210,000 to the three other members each, SEK 190,000 to the Chair of the Remuneration Committee and SEK 100,000 to the two other members each.
The Meeting re-elected Deloitte AB as Auditor of the Company for the period until the end of the Meeting 2022 in accordance with the Nomination Committee’s proposal.
Long-term variable remuneration programs
The Meeting approved, in accordance with the Board of Directors’ proposal, the scope and key principles of both the long-term variable remuneration program for employees within Investor, excluding Patricia Industries (consisting of a Stock Matching Plan and a Performance Plan), and the long-term variable remuneration program for employees within Patricia Industries (based on the same structure as the program for Investor, but related to the value growth of Patricia Industries instead of the Investor share). The programs are substantially the same as the programs decided by the Meeting 2020.
Purchase and transfer of own shares
The Meeting authorized the Board, for the time until the Meeting of 2022, to decide on the purchase and transfer of the Company’s own shares of class A and class B, in order to give the Board wider freedom of action in their work with the Company’s capital structure, to enable transfer of own shares under the long-term variable remuneration program for employees within Investor, and to secure the costs, including the social security payments, in connection with the said program and with the allocation of synthetic shares as part of the remuneration to the Board.
The Meeting further resolved that transfer of own shares of class B in the Company shall be possible to employees participating in the long-term variable remuneration program 2021. A maximum of 500,000 shares or the higher number that may follow from a recalculation because of a split, bonus issue or similar action may be transferred. (After implementation of the share split 4:1 approved by the Meeting, see below, the maximum number of shares will be 2,000,000). Transfer of own shares to employees shall be possible during the period and at the prices which employees are entitled to purchase shares under the program. The Company currently holds 1,266,113 own B-shares.
Share split and amendment to the Articles of Association
The Meeting approved the Board of Directors’ proposal on share split, including amendment to the Articles of Association, whereby each share is divided into four shares. The Board was authorized to decide a record date for the share split.
The Board of Directors
Investor AB (publ)
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