On 3 April 2019, the Annual General Meeting of Vestas Wind Systems A/S was held in accordance with the below agenda. As of today, the Board of Directors of Vestas Wind Systems A/S has decided that only the Group President & CEO and the Executive Vice President & CFO shall be registered with the Danish Business Authority.
1. The Board of Directors’ report on the company’s activities during the past year
The report is not a subject for voting. The Annual General Meeting took note of the report.
2. Presentation and adoption of the annual report
The audited annual report was presented and adopted.
3. Resolution for the allocation of the result of the year according to the adopted annual report
The Board of Directors’ proposal for allocation of the result of the year, including a dividend of DKK 7.44 per share to be paid out for the financial year 2018, was approved.
4. Election of members to the Board of Directors
4.1. Decision regarding the number of members of the Board of Directors
The Board of Directors’ proposal that the Board of Directors will consist of eight members in total, was approved.
4.2. Election of members to the Board of Directors
Bert Nordberg, Carsten Bjerg, Henrik Andersen, Jens Hesselberg Lund, and Lars Josefsson were re-elected as members of the Board of Directors, and in addition, Bruce Grant, Eva Merete Søfelde Berneke, and Helle Thorning-Schmidt were elected as new members.
5. Adoption of the remuneration of the Board of Directors
5.1. Final approval of the remuneration of the Board of Directors for 2018
The Board of Directors’ proposal that the remuneration of the Board of Directors and the members of board committees remain unchanged as pre-approved by the general meeting in 2018, was approved.
5.2. Approval of the level of remuneration of the Board of Directors for 2019
The Board of Directors’ proposal that the level of remuneration for 2019 be based upon a fixed basic remuneration of DKK 425,000 per board member, with two times and three times the basic remuneration for the deputy chairman and chairman, respectively, as well as remuneration of DKK 250,000 per board committee membership, and DKK 450,000 to each board committee chairman, was approved.
6. Appointment of auditor
PricewaterhouseCoopers Statsautoriseret Revisionspartnerselskab was re-appointed as auditor of the company.
7. Proposals from the Board of Directors
7.1. Reduction of the company’s share capital
The Board of Directors’ proposal that the company’s share capital be reduced from nominally DKK 205,696,003 to nominally DKK 198,901,963 through cancellation of treasury shares, was approved.
7.2. Renewal of the authorisation to acquire treasury shares
The Board of Directors’ proposal that the Board of Directors is authorised to acquire treasury shares on an ongoing basis until 31 December 2020, was approved.
8. Authorisation of the chairman of the general meeting
The chairman (with a right of substitution) was authorised to file and register the adopted resolutions with the Danish Business Authority and make such amendments as requested by the Danish Business Authority.
After the Annual General Meeting, the Board of Directors held its initial board meeting. At the meeting, Bert Nordberg was elected as chairman of the Board and Lars Josefsson was elected as deputy chairman of the Board.