Corporate Governance
The corporate governance of Getinge is based on Swedish legislation (primarily the Swedish Companies Act), the Articles of Association, the rules and regulations of NASDAQ OMX Stockholm and the regulations and recommendations issued by relevant organisations. Getinge applies the Swedish Code of Corporate Governance (”the Code”). The Code is based on the principle “comply or explain.” This means that a company that applies the Code may deviate from regulations of the Code, but must provide explanations for each deviation.
Shareholders
At the end of 2010, Getinge had slightly more than 37,000 shareholders according to the share register maintained by Euroclear Sweden. The share capital of Getinge at the end of the year was 119 161 689 SEK distributed on 238,323,377 shares, of which 15,940,050 shares were Class A and 222,383,327 shares were Class B. One Class A share carries ten votes and one Class B share carries one vote. A full lot consists of 200 Class B shares. Trading in Getinge’s shares is executed on NASDAQ OMX Stockholm. Getinge’s market capitalisation amounted to SEK 33.6 billion as of 31 December 2010.
General meetings
Getinge’s governance and development activities are governed by decisions in a number of company bodies, with the General Meeting as the highest decision-making body. At the General Meeting, shareholders exercise their voting rights in accordance with Swedish corporate legislation and Getinge’s Articles of Association. The General Meeting elects the Board of Directors and auditors. The other tasks of the General Meeting also include adopting the company’s balance sheets and income statements, deciding on the allocations of earnings in the company and deciding on discharging the members of the Board and the CEO from liability. The General Meeting also decides on remuneration to the Board of Directors and auditors fees and guidelines for remuneration to senior executives.
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