Bulletin from Scania AB’s 2009 Annual General Meeting
The Annual General Meeting (AGM) approved a dividend of SEK 2.50 per share and set Tuesday, 12 May 2009 as the record date. The dividend is expected to be sent on Friday, 15 May 2009.
The AGM discharged the members of the Board of Directors and the President and CEO from liability for the financial year 2008.
The AGM decided that the Board of Directors shall consist of ten members without deputies. All Board members − Helmut Aurenz, Staffan Bohman, Peggy Bruzelius, Börje Ekholm, Francisco Javier Garcia Sanz, Gunnar Larsson, Hans Dieter Pötsch, Peter Wallenberg Jr, Martin Winterkorn and Leif Östling − were re-elected.
The AGM re-elected Martin Winterkorn as Chairman of the Board and Staffan Bohman as Vice Chairman of the Board.
The AGM approved the Board’s proposals on principles for remuneration and other employment conditions for Scania Group executive officers as well as on terms and principles for a two-part incentive programme for 2009 covering a maximum of 150 executive officers of the company.
The AGM approved remuneration to the Board of Directors for 2009 totalling SEK 2,656,250, of which SEK 625,000 to be paid to the Vice Chairman and SEK 406,250 to each of the other Board members who are not employees of the company. No remuneration will be payable to Board members employed by Volkswagen AG. According to the internal rules of Volkswagen AG, employees shall not receive remuneration for serving on the Boards of Directors of subsidiaries.
For the work performed in the Audit Committee, the AGM approved remuneration of SEK 150,000 to the Chairman of the committee and SEK 75,000 to each of the other members who are not employees of Volkswagen AG. For the work performed in the Remuneration Committee, the AGM approved remuneration of SEK 50,000 to each of the committee’s members who are not employees of Volkswagen AG.
The AGM approved the resolution that was presented concerning the Nomination Committee. The company shall have a Nomination Committee consisting of one representative of each of the four largest known shareholders in voting power. The term of office of the Nomination Committee shall run until a new Nomination Committee has been appointed.
At the statutory meeting of the Board in connection to the AGM, members of the Board’s two committees were also appointed. To the Audit Committee, Staffan Bohman (Chairman), Hans Dieter Pötsch and Gunnar Larsson were re-elected. To the Remuneration Committee, Martin Winterkorn (Chairman), Peggy Bruzelius and Francisco J. Garcia Sanz were re-elected.
Södertälje, 7 May 2009