Bulletin from the Annual General Meeting of Husqvarna AB (publ)
The Annual General Meeting (AGM) of Husqvarna AB was held on April 14, 2021, in a mail-in format due to the Covid-19 pandemic. Key resolutions included the adoption of Income Statements and Balance Sheets, a dividend of SEK 2.40 per share, and the approval of the Board of Directors' proposal for remuneration totaling SEK 6,615,000. The AGM also authorized the issuance of up to 57.6 million new B-shares for acquisitions. KPMG was appointed as auditors for 2021-2022. The new Board composition includes Ingrid Bonde and re-election of seven members, with Tom Johnstone as Chair.
- Dividend set at SEK 2.40 per share, enhancing shareholder returns.
- Approval of a performance-based long-term incentive program, aligning management interests with shareholders.
- KPMG appointed as auditor, which signals continued transparency and governance standards.
- Mail-in AGM format may limit shareholder engagement and feedback opportunities.
- Authorization for issuance of up to 57.6 million new B-shares could dilute existing shareholder value.
STOCKHOLM, April 14, 2021 /PRNewswire/ --
The AGM of Husqvarna AB (publ) was held on April 14, 2021
Due to the Covid-19 pandemic, the AGM was conducted pursuant to a so-called mail-in procedure in accordance with Sec. 20 of the Act (2020:198) regarding temporary exceptions to facilitate the holding of annual general meetings (Sw. lagen (2020:198) om tillfälliga undantag för att underlätta genomförandet av bolags- och föreningsstämmor). Shareholders participated in the meeting by voting or submitting questions in advance on the proposals at the AGM.
Adoption of the Income Statements and Balance Sheets, dividend and discharge of liability
The Income Statements and Balance Sheets were adopted, together with the Board of Directors' proposal for dealing with the Company's profit. The dividend was set at SEK 2.40 per share to be paid in two installments, firstly SEK 0.80 per share with Friday, April 16, 2021 as the first record day, and secondly SEK 1.60 per share with Monday, October 18, 2021 as the second record day. The estimated dates for payment are Wednesday, April 21, 2021 and Thursday, October 21, 2021. The Board of Directors and CEO were discharged from liability for the financial year 2020.
Board of Directors, Auditors and remuneration to the Directors and the Auditors
The Nomination Committee's proposal that the Board of Directors shall be comprised of eight Board members to be elected by the AGM, was adopted. Tom Johnstone, Katarina Martinson, Bertrand Neuschwander, Daniel Nodhäll, Lars Pettersson, Christine Robins and Henric Andersson were re-elected. Ingrid Bonde was elected as a new Board member to replace Ulla Litzén and Tom Johnstone was appointed Chair of the Board.
The AGM approved the Nomination Committee's proposal regarding remuneration to the Board of SEK 6,615,000 in total, whereof SEK 2,075,000 to the Chair of the Board and SEK 600,000 to each of the Directors elected by the AGM and not employed by the Company. Additionally, the Chair of the Audit Committee shall receive SEK 275,000 and the two members shall receive SEK 175,000 each. The Chair of the People & Sustainability Committee shall receive SEK 145,000 and the two members SEK 85,000 each.
The AGM approved the Nomination Committee's proposal to elect KPMG as auditor for the period from the AGM 2021 up until the end of the AGM 2022. The Auditors' fee shall be paid on the basis of approved invoices.
Principles for remuneration, Remuneration report and long-term incentive program
The AGM approved the Board of Directors' proposal for principles of remuneration for Group Management. Furthermore, the AGM approved the Board of Directors' proposal for a performance based long-term incentive program for 2021, LTI 2021. The AGM also approved the Remuneration Report.
Equity swap arrangements to hedge obligations in accordance with approved incentive programs
The AGM resolved to authorize the Board to decide on one or more occasions, until the next AGM, to direct the company to enter into one or more equity swap arrangements where a third party in its own name acquires Husqvarna B shares on terms consistent with market practice. The purpose is to secure the company's obligations under adopted incentive programs.
Authorization for new share issue
The AGM authorized the Board to approve the issue of not more than approximately 57.6 million new B-shares against payment in kind, on one or more occasions during the period up to the next AGM. The price for the new shares shall be based on the market price of the Husqvarna B-share. The purpose of the authorization is to facilitate acquisitions for which payment will be made in own shares.
Resolution to amend the Articles of Association
The AGM approved the Board of Directors' proposal to amend the Company's articles of Association as follows:
Present wording | New Wording |
Article 13 | Article 13 |
The Board of Directors may collect proxies in accordance with the procedure described in Chapter 7, section 4, second paragraph of the Companies Act. The Board of Directors has the right before a shareholders meeting to decide that shareholders shall be able to exercise their voting rights by regular mail before the shareholders meeting. | The Board of Directors may collect proxies in accordance with the procedure described in Chapter 7, section 4, second paragraph of the Companies Act. The Board of Directors has the right before a shareholders meeting to decide that shareholders shall be able to exercise their voting rights by regular mail before the shareholders meeting.Persons who are not shareholders of the company shall, in accordance with terms stipulated by the Board of Directors, be entitled to attend or in some other manner monitor the proceedings of the General Meetings of Shareholders. |
The above information was submitted for publication at 13:00 CET on April 14, 2021.
For more information please contact:
Johan Andersson, Director, Corporate Communications and Investor Relations,
+46 702 100 451 or ir@husqvarnagroup.com
Husqvarna Group
Husqvarna Group is a global leading producer of outdoor power products and innovative solutions for forest, park and garden care. Products include chainsaws, trimmers, robotic lawn mowers and ride-on lawn mowers. The Group is also the European leader in garden watering products and a global leader in cutting equipment and diamond tools for the construction and stone industries. The Group's products and solutions are sold under brands including Husqvarna, Gardena, McCulloch, Poulan Pro, Weed Eater, Flymo, Zenoah and Diamant Boart via dealers and retailers to consumers and professionals in more than 100 countries. Net sales in 2020 amounted to SEK 42bn and the Group has around 12,400 employees in 40 countries.
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The following files are available for download:
Bulletin AGM 2021 Husqvarna AB (PDF) |
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SOURCE Husqvarna AB
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