Getinge 2022 Annual Report
Getinge 2022 Annual Report
Introduction
Strategy
Corporate Governance
Annual Report
Sustainability Report
Other information
Contents
General Meeting of Shareholders
The General Meeting of Shareholders is Getinge's highest decision-
making body. Shareholders can exert their influence at the Annual
General Meeting ("AGM") and, when applicable, at an Extraordinary
General Meeting. The AGM is to be held within six months of the end
of the fiscal year in the location where the Board has its registered
office (Gothenburg Municipality, Västra Götaland County) or in
Halmstad Municipality, Halland County, both in Sweden. At the AGM,
the shareholders exercise their voting rights in key issues, such as the
adoption of income statements and balance sheets, allocation of the
company's earnings, discharge from liability for Board members and
the CEO, election of Board members and auditors, fees to Board
members and auditors, establishment of guidelines for remuneration
to senior executives (where appropriate), approval of the remunera-
tion report, and approval of principles for appointment of the
Nomination Committee and guidelines for the Nomination Commit-
tee's work (where appropriate).
General Meetings of Shareholders are convened by publishing a
notice in Post- och Inrikes Tidningar (the Swedish Official Gazette)
and on the company's website. An announcement is to be made
in Svenska Dagbladet that the notice of the Meeting has been
Attendance at meetings
%
80
70
60
50
40
30
20
10
0
2018
% of votes present
2019
2020
2021
Number of shareholders represented
Number
1,200
1,050
900
750
600
450
300
150
0
2022
published. Shareholders, who want to participate in the discussions at
the Meeting must give notice of attendance to the company not later
than the date provided in the notification of the Meeting. All shareholders
registered in the shareholders' register six banking days before the Meeting
and who have notified their attendance to the Meeting within the time
given in the notice are entitled to participate in the Meeting and exercise
their voting rights in full. Shareholders who are not able to personally
attend can be represented by proxy. The Articles of Association also pre-
scribe a possibility for the Board of Directors to resolve on the collection
of powers of attorney in accordance with procedure described in the
Swedish Companies Act and to resolve that shareholders can exercise
their voting rights by post prior to the Meeting. A shareholder who wishes
to have a matter put forward at the General Meeting of Shareholders
must submit a written proposal to the Board in a timely manner so that
the proposal can be included in the notice of the Meeting.
2022 Annual General Meeting
The AGM was held in physical form at Kongresshallen at Hotel
Tylösand in Halmstad, Sweden on April 26, 2022. Shareholders
were also given the opportunity to vote by post.
The AGM was attended by all of the Board members
(including the Chairman of the Board, Chairman of the Audit
and Risk Committee, and the President & CEO) as well as
representatives of the members of the Nomination Committee
and its Chairman, also being the Vice Chairman of the Board.
In addition, the company's auditor in charge Peter Nyllinge
attended the Meeting.
The Chairman of the Board Johan Malmquist was elected
Chairman of the Meeting. The minutes from the AGM are
available on Getinge's website: www.getinge.com. The decisions
made by the AGM include:
Adoption of the income statements and balance sheets pre-
sented for the Parent Company and the Group, and discharge
from liability for the Board members and President & CEO.
•
•
2023 Annual General Meeting
The 2023 AGM will be held on April 26, 2023.
The date and location of the AGM were published
on the company's website in conjunction with the
publication of the interim report for the third
quarter of 2022. The AGM will be held in Kongress-
hallen at Hotel Tylösand in Halmstad, Sweden.
Shareholders will also have the opportunity to vote
by post. On Getinge's website, www.getinge.com, it
is also stated that shareholders who would like to
have a matter addressed at the AGM must submit
a motion by March 8, 2023, at the latest.
Dividend in accordance with the Board's and the President
& CEO's proposal of SEK 4.00 per share for the 2021 fiscal year.
Adoption of the remuneration to Board members and the
auditor in accordance with the Nomination Committee's
proposal.
• In accordance with the Nomination Committee's proposal,
Carl Bennet, Johan Bygge, Cecilia Daun Wennborg, Barbro
Fridén, Dan Frohm, Johan Malmquist, Mattias Perjos, Malin
Persson and Kristian Samuelsson were re-elected to the Board.
Re-election of Johan Malmquist as Chairman of the Board
in accordance with the Nomination Committee's proposal.
Re-election of Öhrlings PricewaterhouseCoopers AB as
auditor for the company until the end of the 2023 AGM in
accordance with the Nomination Committee's proposal and
•
•
.
•
the Audit and Risk Committee's recommendation.
Approval of the remuneration report.
Adoption of new guidelines for the remuneration to senior
executives.
The Board of Directors did not propose and the AGM did not authorize the Board to resolve that the company should issue new shares or acquire own shares.
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