Sulzer’s shareholders approved all the proposals by the company’s Board of Directors at its 106th Annual General Meeting (AGM) held in Winterthur, Switzerland. Due to the extraordinary situation and in line with the COVID-19 Ordinance 2 of the Swiss Federal Council, shareholders were not allowed to attend the AGM in person. They were advised to authorize and instruct the independent proxy to cast their votes on their behalf. The independent proxy represented 74.58% of the share capital.
Peter Löscher, Chairman of the Board of Directors, said: “2019 was another very successful year for Sulzer: We were again able to generate profitable growth.” On the current situation, he added: “During these uncertain times caused by the outbreak of the coronavirus, we responded quickly to protect our employees, customers and partners and ensure business continuity. Our proposal to maintain the previously-announced dividend is a testament to our strong balance sheet and our confidence in the resilience of Sulzer.”
The shareholders approved the Sulzer Annual Report 2019, including the Annual Accounts and Consolidated Financial Statements as well as the appropriation of profit. In addition, the shareholders approved Sulzer’s Compensation Report in a consultative vote.
An ordinary dividend of CHF 4.00 per share will be paid out. The ex-dividend date will be April 17, 2020. Discharge was granted to all members of the Board of Directors and the Executive Committee. KPMG was reelected for a one-year term as auditors. Proxy Voting Services was elected for a one-year term as the independent proxy.
Peter Löscher was reelected as member and Chairman of the Board of Directors for a one-year term. The shareholders reelected Hanne Birgitte Breinbjerg Sørensen, Matthias Bichsel, Lukas Braunschweiler, Mikhail Lifshitz, Marco Musetti and Gerhard Roiss as members of the Board of Directors for another one-year term of office.
Alexey Moskov, Cypriote and Israeli national born in 1971, was elected as new and additional member of the Board of Directors for a one-year term of office, bringing it back up to eight members. This addition allows Tiwel Holding AG to maintain two representatives on Sulzer’s Board of Directors, as Marco Musetti has given up all his Tiwel mandates and related contractual relationships.
The shareholders reelected Hanne Birgitte Breinbjerg Sørensen, Marco Musetti and Gerhard Roiss as members of the Nomination and Remuneration Committee, all for a one-year term of office.
After the Annual General Meeting, the Board of Directors elected Matthias Bichsel as its Vice Chairman and defined the new composition of all committees:
- Nomination and Remuneration Committee: Gerhard Roiss (Chairman), Hanne Birgitte Breinbjerg Sørensen, Marco Musetti
- Strategy and Sustainability Committee: Peter Löscher (Chairman), Matthias Bichsel, Lukas Braunschweiler, Mikhail Lifshitz
- Audit Committee: Hanne Birgitte Breinbjerg Sørensen (Chairwoman), Alexey Moskov, Marco Musetti, Gerhard Roiss
To effectively govern Sulzer’s sustainability agenda, the Board of Directors has decided to extend the scope of the Strategy Committee and to rename it to Strategy and Sustainability Committee. The Committee will provide independent and objective review and advice to the Board and CEO with respect to the further development and implementation of Sulzer’s business strategy and sustainability initiatives and objectives.