Annual General Meeting 2011
A total of 608 shareholders and guests representing 50% of shares and 69% of the total number of votes, participated at Getinge's Annual General Meeting on April 27, 2011, in Halmstad. The entire Board of Directors, the CEO, the Chief Financial Officer and the Company's auditors were present at the meeting.
At the Annual General Meeting, the following was resolved.
Election of Board of Directors
Carl Bennet (Chairman), Johan Bygge, Cecilia Daun Wennborg, Rolf Ekedahl, Carola Lemne, Johan Malmquist and Johan Stern were re-elected as members of the Board.
Fees to the Board of Directors
It was resolved that remuneration to the Board of Directors shall amount to a total of SEK 3,325,000, of which SEK 950,000 to the Chairman and SEK 475,000 to each of the other Board members elected by the Meeting who are not employees of Getinge Group. In addition hereto, the Meeting resolved that a total remuneration of SEK 660,000 will be paid for the work of the Audit Committee, of which SEK 220,000 to the Chairman and SEK 110,000 to each of the other members, while a total of SEK 285,000 will be paid for the work of the Remuneration Committee, of which SEK 115,000 to the Chairman and SEK 85,000 to each of the other members.
According to the proposal of the Board of Directors and the CEO, the Annual General Meeting resolved to declare a dividend of SEK 3.25 per share. Monday 2 May 2011 was determined as record date for dividend.
Guidelines for Remuneration to Senior Executives
The Annual General Meeting approved the proposal of the Board regarding guidelines for remuneration to senior executives. The proposal principally implies the following. Remuneration and other terms and conditions of employment for senior executives shall be based on market conditions and be competitive in all markets where Getinge is active to ensure that competent and proficient employees can be attracted, motivated and retained. The total remuneration to senior executives shall comprise basic salary, variable remuneration, pensions and other benefits. The variable remuneration shall be limited in advance to a maximum amount and connected to predetermined and measurable criteria, elaborated with the purpose to promote the long-term added value of the company. No variable remuneration shall be paid if the profit before tax is negative. The Board shall retain the right to deviate from the guidelines if motivated by particular reasons on an individual basis.