General meetings

Shareholders exercise their voting rights at general meetings. The general meeting is Alfa Laval’s highest decision-making body. Each shareholder – that is listed in the register of shareholders and has notified the company of their participation – has the right to participate in a general meeting and vote according to their shares. Shareholders are entitled to be represented by a proxy. Regardless of the size of their holding, each shareholder has further the right to have an item brought up at a general meeting.

At the general meeting, the Board of Directors and auditors are elected, and the Chairman of the Board is appointed. Other matters decided are, inter alia, compensation to the Board of Directors, discharge of the Board members and the President from liability, distribution of the company’s profit as well as adoption of the income statement and the balance sheet. Changes in the Articles of Association or the Nominating Committee instructions are also decided by the general meeting. Most proposals addressed at the general meeting are decided by a simple majority. However, qualified majority is required for certain types of resolutions, such as changes to the Articles of Association or repurchase of shares.

Alfa Laval’s ordinary general meeting (the Annual General Meeting) is held annually within six months from the end of the fiscal year. The date and location of the Annual General Meeting are announced no later than in conjunction with the publication of the interim report for the third quarter. Normally, the Annual General Meeting is held in late April in Lund.

Notice of the Annual General Meeting is published as an announcement in the Swedish Official Gazette and on the company’s website not more than six and not less than four weeks prior to the Annual General Meeting.

The 2024 Annual General Meeting

The 2024 Annual General Meeting of Alfa Laval AB was held on April 25, 2024, at Lund City Hall (Stadshallen) in Lund, Sweden. Shareholders participated in the Annual General Meeting either by advance voting or at the venue in person or by a proxy. The notice of the Meeting was issued on March 20, 2024.

A total of 300,224,687 votes and shares were registered at the Meeting. Chairman of the Board, Dennis Jönsson, was appointed Chairman of the general meeting. The Meeting adopted the agenda proposed in the convening notice and decided on the below resolutions in accordance with the proposals from the Nominating Committee and the Board of Directors.

A presentation was held by the President and CEO of Alfa Laval during the Meeting. The minutes, the notice, the presentation from the Meeting and all other information related to the Annual General Meeting are available on the website, www.alfalaval.com/investors/corporate-governance/.

Resolutions passed by the 2024 Annual General Meeting

• The Meeting adopted the income statement and balance sheet as well as the consolidated income statement and consolidated balance sheet, as presented in the 2023 Annual Report.
• The Meeting resolved on a dividend of SEK 7.50 per share, with April 29, 2024, as record date.
• The Meeting resolved to discharge all individuals, who held positions in Alfa Laval AB as Board members, deputy members or President during 2023, from liability in respect of their management of the company’s business for the 2023 fiscal year.
• The Meeting approved the remuneration report prepared by the Board of Directors.
• The Meeting resolved that the number of Board members elected by the Meeting was to be nine, with no deputy members. The Meeting also resolved that the number of auditors was to be two with two deputy auditors.
• The Meeting resolved on compensation to non-executive Board members in an amount of SEK 7,490,000 with an additional compensation to the Chairman and other members of the Audit Committee and the Remuneration Committee.
• The Meeting resolved, for the time up to the end of the 2025 Annual General Meeting, to re-elect Dennis Jönsson, Finn Rausing, Henrik Lange, Jörn Rausing, Lilian Fossum Biner, Ray Mauritsson, Ulf Wiinberg, Anna Müller and Nadine Crauwels as members of the Board of Directors, as well as to re-appoint Dennis Jönsson as Chairman of the Board.
• The Meeting resolved, for the time up to the end of the Annual General Meeting 2025, to re-elect the Authorized Public Accountant Andreas Troberg and to elect the Authorized Public Accountant Hanna Fehland as the company’s auditors. Further the Meeting resolved to re-elect the Authorized Public Accountants Henrik Jonzén and Andreas Mast to be deputy auditors for the company.