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Annual General Meeting 2022

Annual General Meeting in Getinge AB (publ), corporate ID No. 556408-5032, will be held on Tuesday 26 April, 2022 at 11:30 a.m. CEST, in Kongresshallen, Hotel Tylösand, Halmstad, Sweden. A lighter lunch will be served after the meeting.

Proposals by the Nomination Committee

Annual Report

The Annual Report (incl. sustainability information, Corporate Governance Report and Remuneration report) will be published on 30 March. 

RIGHT TO ATTEND AND NOTICE OF ATTENDING

Shareholders who wish to attend the AGM in person must:

  • be recorded in the share register kept by Euroclear Sweden AB (the Swedish Central Securities Depository), on Thursday 14 April 2022, and
  • notify the company of their intention to attend the AGM by Wednesday 20 April 2022, preferably before 4.00 p.m. CEST:
    • by post to the address Getinge AB (publ), ”Årsstämma 2022”, c/o Euroclear Sweden AB, Box 191, 101 23 Stockholm,
    • by telephone +46 10-335 08 18 (weekdays kl. 09.00 a.m. – 4.00 p.m. CEST), or
    • here

The notice of attendance shall state name, personal or corporate identity number, address, telephone number and email address (if any), and also the number of any of advisors (not more than two). Shareholders who will wish to attend the AGM in person must show valid identification at the entrance of the meeting venue.

Shareholders who wish to attend the AGM by postal voting must:

  • be recorded in the share register kept by Euroclear Sweden AB (the Swedish Central Securities Depository), on Thursday 14 April 2022, and
  • no later than Wednesday 20 April 2022, preferably before 4.00 p.m. CEST, notify the company of their intention to attend the AGM by submitting their postal vote in accordance with the instructions under ”Pre-voting by postal-voting” below in order for the postal vote to be received by Euroclear Sweden AB this day.

NOMINEE-REGISTERED SHARES

In order to attend the AGM, shareholders with nominee-registered shares should, in addition to give notice of attendance in person or by postal vote, ensure that the shares are owner-registered for the shareholders name to be listed in the shareledger on Thursday 14 April 2022. Such registration can be temporary (so-called voting right registration) and you request the nominee for temporary owner registration in accordance with the nominee’s routines within the time the nominee decides. Owner-registration completed by the nominee no later than Wednesday 20 April 2022 will be considered when the shareledger is produced.

PROXYS, ETC.

Shareholders participating in person or by postal voting represented by proxy must issue a written, signed and dated power of attorney. The power of attorney may not be more than one year old, unless a longer period of validity is stated, although maximum five years.

Shareholders attending the AGM in person represented by proxy should submit a power of attorney in original to Getinge AB (publ), ”Årsstämma 2022”, c/o Euroclear Sweden AB, Box 191, 101 23 Stockholm in due time before the AGM.

Power of attorney for shareholders attending by postal voting represented by proxy, shall be attached to the postal voting form by post or by e mail if postal voting is made by sending the postal voting form or be attached to the digital postal vote if postal voting is made via Euroclear Sweden’s portal.

A proxy form is available here.

Representatives of a legal entity shall attach a certified copy of the certificate of registration or similar document of authorization and provide this in the same way as the proxy is provided.

ADVANCE VOTING BY POSTAL VOTING

The shareholders may exercise their rights to vote by postal voting before the AGM. Postal voting only do not require any separate notice of attendance for the AGM.

Postal voting can be made in two ways (either in accordance with alternative 1 or 2 below):

  1. by completing and submitting a specific postal voting form (for postal voting and serving as notification of particiapation). The postal voting form is available here.

    Postal voting by using the postal voting form can be made by:
    • submitting the original of the completed and signed postal voting form to Getinge AB (publ), ”Årsstämma 2022”, c/o Euroclear Sweden AB, P.O. Box 191, 101 23 Stockholm, Sweden, or
    • submitting a scanned copy of the completed and signed postal voting form by email to GeneralMeetingServices@euroclear.com (type in ”Getinge AB – Postal voting” in the subject matter box).
  1. by giving notification of attendance and submitting its postal vote digitally through BankID verification via https://anmalan.vpc.se/EuroclearProxy/.

If the shareholder is a legal entity, a certificate of registration or corresponding authorization document shall be enclosed to the postal voting form and if postal voting

and if the shareholder is represented by proxy, a power of attorney shall be enclosed to the postal voting form/digital postal vote in accordance with what is described under the heading ”Proxys, etc.” above).

The completed postal voting form shall be received by Getinge via Euroclear Sweden no later than Wednesday 20 April 2022. Electronic postal voting has to be made within the same time.

The shareholder may not provide the postal voting form with any specific instructions or conditions. If made, the vote will be deemed invalid. Further instructions and conditions are stated in the postal voting form.

PROPOSAL FOR AGENDA
  1. Opening of the Meeting
  2. Election of Chairman of the Meeting
  3. Preparation and approval of the voting list
  4. Approval of the agenda
  5. Election of person(s) to approve the minutes
  6. Determination of compliance with the rules of convocation
  7. Presentation of the Annual Report and the Auditor’s Report and the Consolidated Accounts and the Group Auditor’s Report
  8. Presentation of work conducted by the Board of Directors and the by the Board appointed Remuneration Committee’s and Audit and Risk Committee’s work and functions
  9. Presentation by the CEO
  10. Resolution regarding adoption of the Income Statement and the Balance Sheet as well as the Consolidated Income Statement and the Consolidated Balance Sheet
  11. Resolution regarding dispositions in respect of the company’s profit according to the adopted Balance Sheet and determination of record date for dividend
  12. Resolution regarding discharge from liability for the Board of Directors and the CEO
  13. Establishment of
    • a) the number of Board members and deputy members
    • b) the number of auditors and deputy auditors
  14. Establishment of fees to
    • a) the Board of Directors (including fees for work in Committees), and
    • b) the auditor(s)
  15. Election of Board of Directors and Chairman of the Board
    • a) re-election of Carl Bennet;
    • b) re-election of Johan Bygge;
    • c) re-election of Cecilia Daun Wennborg;
    • d) re-election of Barbro Fridén;
    • e) re-election of Dan Frohm;
    • f) re-election of Johan Malmquist;
    • g) re-election of Mattias Perjos;
    • h) re-election of Malin Persson;
    • i) re-election of Kristian Samuelsson; and
    • j) re-election of Johan Malmquist as Chairman of the Board
  16. Election of auditor(s)
  17. Resolution regarding approval of remuneration report
  18. Resolution regarding guidelines for remuneration to Senior Executives
  19. Closing of the Meeting
PROCESSING OF PERSONAL DATA

For information about the processing of your personal data, see https://www.euroclear.com/dam/ESw/Legal/Privacy-notice-bolagsstammor-engelska.pdf.