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Resolutions approved by the 2013 Annual General Shareholders’ Meeting of SAS AB (publ)

March 20, 2013 17:00

The Annual General Shareholders’ Meeting on Wednesday, 20 March 2013, approved the motion put forward by the Nomination Committee regarding the re-election of the following Board members of SAS AB: Fritz H. Schur, Monica Caneman, Dag Mejdell and Jacob Wallenberg. The Meeting also elected Sanna Suvanto-Harsaae, Lars-Johan Jarnheimer and Birger Magnus as new Board members. Jens Erik Christensen, Gry Mølleskog and Timo Peltola had declined re-election.

Fritz H. Schur was re-elected as Chairman of the Board of Directors.
The Meeting resolved that no dividend would be paid to shareholders for the 2012 fiscal year (January-October)

The Meeting resolved to elect PricewaterhouseCoopers AB as new auditor.

It was resolved that the Nomination Committee shall comprise five members and that it shall prepare proposals to be presented at the Annual General Shareholders’ Meeting in 2014 for resolution regarding:
– Chairperson of the Annual General Shareholders’ Meeting
– the number of Board members, and directors’ fees, divided between the Chairperson, Vice Chairperson, other members and any remuneration for work on Board committees
– election of Board members and Chairperson of the Board
– election of auditor
– remuneration to the Company’s auditor
– Nomination Committee for the 2015 Annual General Shareholders’ Meeting.

The following members were elected to the Nomination Committee: Jonas Iversen, Ministry of Finance, for the Swedish government; Peter Brixen, Ministry of Finance, for the Danish government; Knut Utvik, Ministry of Trade and Industry, for the Norwegian government; Peter Wallenberg Jr. for the Knut and Alice Wallenberg Foundation and Karsten Biltoft for Denmark’s Nationalbank. The election of the Chairman for the Nomination Committee, replacement of members during their terms of office, replacement of shareholder representatives owing to a substantial reduction in shareholding and other rules around the Nomination Committee’s composition and work shall take place in accordance with the written instructions resolved upon by the Annual General Shareholder’s Meeting.

On other matters, the Annual Shareholders’ General Meeting also voted in accordance with the proposals contained in the notification of the Meeting, including the amendment of the articles of association to delete the requirement that attendance of the general meeting must be enabled via a telecommunications link from a site in Copenhagen, Oslo or elsewhere.

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