Report from the Annual General Meeting 2022 in Elekta
Elekta AB (publ) has held its Annual General Meeting on 25 August 2022. Pursuant to temporary legislation, the Meeting was conducted by advance postal vote, without physical attendance. A statement from the President and CEO as well as an interview with the Chairman of the Board of Directors can be found on Elekta’s website, www.elekta.com. Documents from the Meeting with complete details concerning all resolutions are also available on the website.
A summary of the resolutions taken by the Meeting follows.
Accounting documents and discharge from liability
The Directors as well as the President and CEO were discharged from liability for the financial year of 2021/22 after the income statements and balance sheets for the Parent Company and the Group were adopted.
Dividend and disposition of the Company's earnings
The Meeting resolved on a dividend corresponding to SEK 2.40 per share and that the remaining profits are carried forward. The dividend is to be divided into two payments of SEK 1.20 per payment.
The first record day is Monday 29 August 2022. The second record day is Monday 27 February 2023. The dividend is expected to be paid out on Thursday 1 September 2022 and on Thursday 2 March 2023 respectively.
Board of Directors
The Meeting reelected Directors Laurent Leksell, Caroline Leksell Cooke, Johan Malmquist, Wolfgang Reim, Jan Secher, Birgitta Stymne Göransson and Cecilia Wikström, and Kelly Londy was elected as a new Director. Laurent Leksell was reelected as the Chairman of the Board of Directors.
The Meeting resolved that the remuneration to the Board of Directors shall be increased in relation to the previous year, in accordance with the Board of Directors’ proposal.
Ernst & Young AB, with the authorized auditor Rickard Andersson, was reelected as the Company’s auditor for the period until the end of the next Annual General Meeting and the fee to the auditor shall be paid according to the approved invoice.
The Board of Directors’ remuneration report
The Meeting approved the Board of Directors’ remuneration report on remuneration.
Performance Share Plan 2022
The Meeting resolved on the establishment of the Performance Share Plan 2022 in accordance with the Board of Directors’ proposal, and on the transfer of own shares due to the Performance Share Program 2022.
The program includes the President and CEO, executive management and nominated key contributors, all in all about 25 employees, who will qualify for allotment, free of charge, of shares of series B in Elekta following expiry of the three-year performance period and provided a continued employment in the Group until the end of the Performance Year 2024/2025. The maximum number of shares that can be allotted is dependent on the degree of fulfilment of one performance target, Elekta’s Total Shareholder Return (“TSR”) relative to the OMXS30 Index over a three-year period. For the Performance Share Plan 2021, the minimum performance requirement is that Elekta TSR outperform the OMXS30 Index with at least +0.1 per cent. The maximum performance level requires that Elekta TSR outperform the OMXS30 Index at or above +15 per cent. The performance target shall be adjusted at the occurrence of events affecting the number of outstanding shares in the Company, or unforeseen material events affecting the Elekta Group´s operations or otherwise affecting the performance target and deemed relevant by the Board of Directors. Should the accounting principles change, or should the Company decide on restructuring costs, the Board of Directors may decide on changes to the Performance Share Plan 2022 performance target.
Assuming maximum allotment under the Performance Share Plan 2022 and a share price of SEK 74.50, a maximum of 955,569 shares of series B are required to fulfill the commitments under the program (including social security costs), corresponding to approximately 0.25 per cent of the total number of outstanding shares. Under the above assumptions, the costs, including social security costs and the financing cost for repurchased own shares, are estimated at approximately SEK 71,189,882.
Acquisition and transfer of own shares
The Meeting authorized the Board of Directors, in accordance with the Board of Directors’ proposal, during the period until the next Annual General Meeting to decide, on one or more occasions, on the acquisition of a total number of own shares of series B so that, after the purchase, the Company holds not more than ten percent of the total number of shares in the Company. Furthermore, the Meeting authorized the Board of Directors, in accordance with the Board of Directors’ proposal, during the period until the next Annual General Meeting to decide, on one or more occasions, on the transfer of own shares of series B in conjunction with the financing of company acquisitions and other types of strategic investments and acquisitions, and not exceeding the maximum number of treasury shares held by the Company at any given time.
In view of the Performance Share Plan 2022, the Meeting resolved, in accordance with the Board of Directors’ proposal, that not more than 1,250,000 shares of series B can be transferred with deviation from the shareholders’ preferential rights, and to authorize the Board of Directors, during the period until the next Annual General Meeting to decide, on one or more occasions, on the transfer of not more than 639,815 own shares of series B on Nasdaq Stockholm to cover certain expenditures, mainly social security contributions.
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For further information, please contact:
Cecilia Ketels, Head of Investor Relations
Tel: +46 76 611 76 25, e-mail: firstname.lastname@example.org
Time zone: CET: Central European Time
The information was submitted for publication at 14:00 CEST on August 25, 2022.
As a leader in precision radiation therapy, Elekta is committed to ensuring every patient has access to the best cancer care possible. We openly collaborate with customers to advance sustainable, outcome-driven and cost-efficient solutions to meet evolving patient needs, improve lives and bring hope to everyone dealing with cancer. To us, it's personal, and our global team of 4,700 employees combine passion, science, and imagination to profoundly change cancer care. We don’t just build technology, we build hope. Elekta is headquartered in Stockholm, Sweden, with offices in more than 120 countries and listed on Nasdaq Stockholm. For more information, visit elekta.com or follow @Elekta on Twitter.