Changes in consolidated equity
| Changes in consolidated equity | ||||||||||||
| Attributable to: | Owners of the parent | Non-controlling interests | Total | |||||||||
| Other reserves |
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| SEK millions | Share capital | Other contributed capital | Cash flow hedges | Market valuation of external shares | Translation differences | Revaluations | Retained earnings | Subtotal | Translation differences | Retained earnings | Subtotal |
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| As of December 31, 2021 | 1,117 | 2,770 | 148 | 217 | -808 | -1,285 | 29,937 | 32,096 | 28 | 220 | 248 | 32,344 |
| 2022 |
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| Comprehensive income |
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| Net income | – | – | – | – | – | – | 4,503 | 4,503 | – | 66 | 66 | 4,569 |
| Other comprehensive income | – | – | -276 | -41 | 1,993 | 248 | – | 1,924 | 20 | – | 20 | 1,944 |
| Comprehensive income | – | – | -276 | -41 | 1,993 | 248 | 4,503 | 6,427 | 20 | 66 | 86 | 6,513 |
| Transactions with shareholders |
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| Repurchase of shares | – | – | – | – | – | – | -661 | -661 | – | – | – | -661 |
| Cancellation of repurchased shares | -15 | – | – | – | – | – | 15 | – | – | – | – | – |
| Bonus issue of shares without | 15 | – | – | – | – | – | -15 | – | – | – | – | – |
| Non-controlling interests in | – | – | – | – | – | – | – | – | – | 0 | 0 | 0 |
| Dividends to owners of the parent | – | – | – | – | – | – | -2,480 | -2,480 | – | – | – | -2,480 |
| Dividends to non-controlling | – | – | – | – | – | – | – | – | – | -12 | -12 | -12 |
| As of December 31, 2022 | 1,117 | 2,770 | -128 | 176 | 1,185 | -1,037 | 31,299 | 35,382 | 48 | 274 | 322 | 35,704 |
| 2023 |
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| Comprehensive income |
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| Net income | – | – | – | – | – | – | 6,330 | 6,330 | – | 51 | 51 | 6,381 |
| Other comprehensive income | – | – | 45 | -2 | -2,047 | -102 | – | -2,106 | -15 | – | -15 | -2,121 |
| Comprehensive income | – | – | 45 | -2 | -2,047 | -102 | 6,330 | 4,224 | -15 | 51 | 36 | 4,260 |
| Transactions with shareholders |
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| Cancellation of repurchased shares | -1 | – | – | – | – | – | 1 | – | – | – | – | – |
| Bonus issue of shares without | 1 | – | – | – | – | – | -1 | – | – | – | – | – |
| Decrease of non-controlling interests | – | – | – | – | – | – | -93 | -93 | – | -27 | -27 | -120 |
| Non-controlling interests in acquired companies | – | – | – | – | – | – | – | – | – | 32 | 32 | 32 |
| Dividends to owners of the parent | – | – | – | – | – | – | -2,480 | -2,480 | – | – | – | -2,480 |
| Dividends to non-controlling | – | – | – | – | – | – | – | – | – | -18 | -18 | -18 |
| As of December 31, 2023 | 1,117 | 2,770 | -83 | 174 | -862 | -1,139 | 35,056 | 37,033 | 33 | 312 | 345 | 37,378 |
| Specification of changes in number of shares and share capital |
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| Year | Event | Date | Change in | Total number of shares | Change in share capital SEK millions | Total share capital SEK |
| 2000 | Company formation | March 27, 2000 | 10,000,000 | 10,000,000 | 0.1 | 0.1 |
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| New issue of shares | August 24, 2000 | 27,496,325 | 37,496,325 | 0.3 | 0.4 |
| 2002 | Bonus issue of shares | May 3, 2002 | 37,496,325 | 74,992,650 | 0.4 | 1 |
| Bonus issue of shares | May 16, 2002 | – | – | 749 | 750 | |
| New issue of shares | May 16, 2002 | 3,712,310 | 78,704,960 | 37 | 787 | |
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| New issue of shares | May 17, 2002 | 32,967,033 | 111,671,993 | 330 | 1,117 |
| 2008 | Cancellation of repurchased shares | May 27, 2008 | -4,323,639 | 107,348,354 | -43 | |
| Bonus issue of shares | May 27, 2008 | – | 107,348,354 | 43 | 1,117 | |
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| Split 4:1 | June 10, 2008 | 322,045,062 | 429,393,416 | – | 1,117 |
| 2009 | Cancellation of repurchased shares | July 9, 2009 | -7,353,950 | 422,039,466 | -19 | |
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| Bonus issue of shares | July 9, 2009 | – | 422,039,466 | 19 | 1,117 |
| 2011 | Cancellation of repurchased shares | May 16, 2011 | -2,583,151 | 419,456,315 | -7 | |
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| Bonus issue of shares | May 16, 2011 | – | 419,456,315 | 7 | 1,117 |
| 2022 | Cancellation of repurchased shares | May 16, 2022 | -5,579,492 | 413,876,823 | -15 | |
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| Bonus issue of shares | May 16, 2022 | – | 413,876,823 | 15 | 1,117 |
| 2023 | Cancellation of repurchased shares | May 15, 2023 | -550,508 | 413,326,315 | -1 | |
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| Bonus issue of shares | May 15, 2023 | – | 413,326,315 | 1 | 1,117 |
Comments on changes in consolidated equity
The articles of association of Alfa Laval AB (publ) state that the share capital should be between SEK 745,000,000 and 2,980,000,000 and that the number of shares should be between 298,000,000 and 1,192,000,000.
At January 1, 2023 the share capital of SEK 1,116,719,930 was divided into 413,876,823 shares. At the Annual General Meeting 2023, 550,508 shares have been cancelled, which decreased the share capital with 1,485,377. At the same time a bonus issue was made with the same amount without issuing any new shares, which restored the size of the share capital. At the end of the year the share capital of SEK 1,116,719,930 was divided into 413,326,315 shares.
The company has only issued one type of shares and all these have equal rights. There are no restrictions in law or in the articles of association in the negotiability of the shares.
The only shareholder holding more than 10 percent of the shares is Winder Holding AG, Switzerland (formerly Tetra Laval International SA, Switzerland), who owns 29.5 (29.5) percent. The employees of the company do not own any shares in the company through company pension trusts.
No restrictions exist in how many votes that each shareholder can represent at a general meeting of shareholders. The company has no knowledge of any agreements between shareholders that would limit the negotiability of their shares.
The articles of association stipulate that members of the Board are elected at the Annual General Meeting. Election or discharge of members of the Board is otherwise regulated by the provisions in the Swedish Companies Act and the Swedish Corporate Governance Code. According to the Companies Act changes in the articles of association are decided at general meetings of shareholders.
The senior credit facility with the banking syndicate and the corporate bonds each contain conditions that give the lenders the opportunity to terminate the loans and declare them due and payable if there is a change of control of the company through an acquisition of more than 50 and 30 percent respectively of the total number of shares.
The possibilities to distribute unappropriated profits from foreign subsidiaries are limited in certain countries due to local legislation. These limitations are not material. The limitations relate to:
– the existence of general restrictions concerning restricted equity in many countries,
– that subsidiaries in for instance China and India cannot take up loans to pay dividends, which limits the size of the dividends and
– rules on interest deduction limitations and thin capitalisation in many countries, for instance the U.S., Denmark and Norway limit the possibilities for these countries to increase debt to pay dividends.