According to the Swedish Companies Act (2005:551), the general meeting of shareholders is the company’s highest decision-making body. At the general meeting, shareholders exercise their voting rights on key matters, such as the adoption of the income statement and balance sheet, allocation of the company’s profits, discharge from liability for board members and the CEO, election of board members and auditors, and remuneration to the board and auditors.
The annual general meeting must be held within six months after the end of the financial year. In addition to the annual meeting, extraordinary general meetings may be convened. According to the company’s articles of association, notice of the general meeting is published in the Official Swedish Gazette (Post- och Inrikes Tidningar) and made available on the company’s website. A notice that the meeting has been called is also published in Dagens Industri.
Right to participate in the General Meeting
Shareholders wishing to participate in the general meeting must be registered in the share register maintained by Euroclear Sweden six banking days prior to the meeting and must notify the company of their attendance no later than the date specified in the notice. Shareholders may attend in person or by proxy and may be accompanied by up to two assistants. Typically, shareholders can register for the meeting in several ways, as specified in the notice. Shareholders are entitled to vote for all shares they hold.
Shareholder initiatives
Shareholders who wish to have a matter addressed at the general meeting must submit a written request to the board. This request must normally be received by the board no later than seven weeks before the meeting.