Haldex AB (publ) has held its Annual General Meeting on May 26, 2021 through postal voting procedures. Among other things, the following principal resolutions were passed.
Adoption of the profit and loss account, the balance sheet, allocation of the company’s profit and discharge from liability
The profit and loss account, the balance sheet and the consolidated profit and loss account and the consolidated balance sheet were adopted by the Annual General Meeting. The Annual General Meeting resolved that no dividend will be paid and that the accrued profits will be carried forward.
All of the members of the Board of Directors and the CEO were discharged from liability for the financial year 2020.
Determination of the number of Board members and auditors and election of Board of Directors and auditor
The Annual General Meeting resolved that the Board of Directors shall consist of six members elected by the Annual General Meeting and that the company shall have an auditing company as auditor.
Stefan Charette, Viveka Ekberg, Håkan Karlsson, Catharina Modahl Nilsson, Detlef Borghardt and Dzeki Mackinovski were re-elected as Board members. Håkan Karlsson was elected as the new Chairman of the Board.
The general meeting re-elected the auditing firm Öhrlings PricewaterhouseCoopers AB as auditors. Carl Fogelberg is the auditor in charge.
Compensation to the Board, the auditors and members of the Executive Management
The Annual General Meeting resolved that the Chairman of the Board shall receive a fee of SEK 700 000 and each other Board member elected by the Annual General Meeting shall receive a fee of SEK 300 000.
The chairman of the audit committee shall receive a fee of SEK 100 000 and the other members of the audit committee shall receive a fee of SEK 50 000 for committee work. The chairman of the remuneration committee shall receive a fee of SEK 50 000 and the other members of the remuneration committee shall receive a fee of SEK 25 000 for committee work.
Fees to the auditors, for the period up until the end of the next Annual General Meeting, shall be paid according to the approved invoice.
The Annual General Meeting approved the Board of Directors’ report regarding compensation pursuant to Chapter 8, Section 53 a of the Swedish Companies Act.
Guidelines for remuneration to senior executives
The Annual General Meeting approved the guidelines for remuneration to senior executives proposed by the Board of Directors.
Long-term incentive program
The Annual General Meeting resolved in accordance with the Board's proposal for a long-term incentive program (LTI) addressed to the CEO. The main objective of the LTI is to, by promoting a common interest between the CEO and the Company as well as creating conditions to retain the CEO, strengthen Haldex’s financial development.
Amendment of the articles of association
The Annual General Meeing resolved, in accordance with the Board’s proposal, to amend the Articles of Association with the purpose of adapting it to implemented legislative amendments and to enable the Board of Directors to decide on collection of powers of attorney and postal voting at future general meetings.
Authorization for the Board to decide on a new share issue
The Annual General Meeting adopted the Board of Directors' proposal to authorize the Board of Directors to resolve on new issues of shares during the period until the Annual General Meeting 2022.
Authorization regarding acquisition and transfer of own shares in connection to corporate acquisitions
The Annual General Meeting resolved in accordance with the Board of Directors' proposal to authorize the Board of Directors to resolve on acquisition and transfer of own shares on one or more occasions during the period until the Annual General Meeting 2022.
Nomination Committee instructions
The Annual General Meeting adopted the proposal on Nomination Committee instructions in Haldex AB.
Full details of each proposal can be downloaded from http://corporate.haldex.com. The minutes from the Annual General Meeting will also be published on said page (in Swedish only).
Lottie Saks, CFO
Over 100 years of powerful innovation gives Haldex unsurpassed expertise when it comes to braking systems and air suspension systems for heavy trucks, trailers and buses. We live and breathe our business with the goal to deliver robust and technically superior solutions which is founded in a deep insight in our customer’s reality. Through focusing on our core competences and the passion we all share, we achieve the agility and flexibility that the market demands. Innovative collaborations aren’t only the core of our products, but our philosophy. Our 2200 employees, spread out across four continents, challenge the conventional on a daily basis in order to secure that the products we deliver create a unique value to our customers and the end users. We are listed on Nasdaq Stockholm and have a turnover of approx. 4 billion SEK.
This document is essentially a translation of Swedish language original thereof. In the event of any discrepancies between this translation and the original Swedish document the latter shall be deemed correct.