The Annual General Meeting of AB Electrolux was held on Tuesday, April 22, in Stockholm.
Rune Andersson, Peggy Bruzelius, Thomas Halvorsen, Louis R. Hughes, Hans Stråberg, Michael Treschow, Karel Vuursteen and Jacob Wallenberg where re-elected to the board. Barbara Thoralfsson was new-elected to the board.
The proposed dividend of SEK 6.00 per share was adopted. The record date was set for April 25, 2003, and dividends are estimated to be paid by VPC (Securities Register Center) on April 30, 2003.
The parent company’s and Group’s Income Statements and Balance Sheets were adopted. The Board of Directors and President were discharged from liability for the fiscal year 2002.
At the statutory board meeting, Rune Andersson was re-elected chairman. Jacob Wallenberg was re-elected deputy chairman.
In accordance with a proposal from the Board of Directors, the AGM decided to reduce the company’s share capital by SEK 73,062,900 by way of withdrawal, without repayment, of 14,612,580 shares of series B which the company previously has acquired. In order to reduce the time required for reducing the share capital, the AGM decided to issue 14,612,580 series C shares with a par value of SEK 5 each to Svenska Handelsbanken, to redeem the shares to the same amount adjusted with an interest rate factor, and to transfer SEK 73,062,900 from the company’s unrestricted reserves to the company’s statutory reserves.
In accordance with a proposal from the Board of Directors, the AGM also authorized the Board, for the period until the next AGM, to acquire and transfer the company’s own shares. The total amount of shares of series A and/or series B to be acquired may amount to, at the most, so many shares that, thereafter, the company holds at a maximum 10 per cent of all shares issued by the company. Such transfer may be made by deviation from the shareholders’ preferential rights in connection with company acquisitions.
In accordance with a proposal from the Board of Directors, the AGM approved a new employee stock-option program for 2003. The program is based on the same parameters as the 2001 and 2002 programs.
To cost effectively meet the company’s obligations under the 2003 personnel stock-option program, the AGM decided that a maximum of 3,000,000 B shares owned by the company may be transferred within the framework of the program.
With reference to the 2003 and previous employee stock-option programs, the AGM decided that the company may, until the next AGM, transfer a maximum of 1,447,572 B shares owned by the company to cover costs, mainly social security charges, which may occur due to the 1998-2003 option programs. Transfer shall be made at the Stockholm Stock Exchange at a price at each time within the registered price interval for the share.
The AGM decided that the nomination procedure prior to coming elections of board members shall be arranged as follows. The Chairman shall, during each fourth calendar quarter, contact representatives of at least three of the major shareholders who jointly and under supervision of the Chairman shall prepare a proposal for Board of Directors to be submitted to the AGM for resolution. The names of the shareholder representatives shall be made public as soon as they have been appointed.
