Nomination Committee

In accordance with the Swedish Code, Husqvarna AB is required to have a Nomination Committee, the primary responsibilities of which are to consider and submit to the AGM proposals and recommendations regarding:

  • The Chair of the AGM;
  • The number of Board members;
  • The nominees for election to the Board;
  • The Chair of the Board;
  • Remuneration to Board members, including the Chair, and remuneration for Board members’ work on Board committees;
  • Selection of external auditors (when applicable);
  • Remuneration to external auditors; and
  • Changes to the process regarding the composition and tasks of the Nomination Committee (if applicable).

The AGM determines the process for establishing the Nomination Committee and its members. At Husqvarna AB’s 2013 AGM it was decided that the following process would apply until the AGM resolves otherwise:

  • The Company shall have a Nomination Committee consisting of five members.
  • The members shall consist of one representative of each of the four largest shareholders in the Company in terms of voting rights held as of the last banking day of August, with the fifth member being the Chair of the Board.
  • In the event that any of the four largest shareholders elect not to nominate a representative to the Nomination Committee, the right to appoint such a representative passes to the fifth largest shareholder and so on.
  • The Company’s Board Secretary shall serve as secretary of the Nomination Committee.

These rules established at the 2013 AGM have not been changed by any subsequent AGM and therefore continue to apply.

Nomination committee

Nomination Committee 2025

Composition

The members of the Nomination Committee for the Husqvarna AB 2025 Annual General Meeting ("AGM")  have now been appointed, as follows:

  • Petra Hedengran (Chair, appointed by Investor AB)
  • Louise Lindh  (appointed by L E Lundbergföretagen AB)
  • Fredrik Ahlin (appointed by If Skadeförsäkring AB)
  • Oskar Börjesson (appointed by Livförsäkringsbolaget Skandia)
  • Tom Johnstone (Board Chair of Husqvarna AB)

Such appointments have been made in accordance with the rules last approved by the Husqvarna AB AGM. Those rules state that the Nomination Committee shall consist of one representative of each of the four largest shareholders in the Company (in terms of voting rights) as of the last banking day of August, who have upon request expressed a wish to participate in the nomination committee work, together with the Chair of the Board of Directors.

The 2025 AGM of Husqvarna AB (publ) will be held on Thursday, April 29, 2025.

Proposals

Shareholders who wish to submit proposals to the Nomination Committee may do so by email to [email protected], if possible by March  4, 2025.

Nomination Committee 2024

Composition

The members of the Nomination Committee for the Husqvarna AB 2024 Annual General Meeting ("AGM")  have now been appointed, as follows:

  • Petra Hedengran (Chair, appointed by Investor AB)
  • Claes Boustedt (appointed by L E Lundbergföretagen AB)
  • Fredrik Ahlin (appointed by If Skadeförsäkring AB)
  • Oskar Börjesson (appointed by Livförsäkringsbolaget Skandia)
  • Tom Johnstone (Board Chair of Husqvarna AB)

Such appointments have been made in accordance with the rules last approved by the Husqvarna AB AGM. Those rules state that the Nomination Committee shall consist of one representative of each of the four largest shareholders in the Company (in terms of voting rights) as of the last banking day of August, who have upon request expressed a wish to participate in the nomination committee work, together with the Chair of the Board of Directors. As of August 31, 2023, the four largest shareholders in terms of voting rights were Investor AB, L E Lundbergföretagen AB, Bosch and If Skadeförsäkring AB. Bosch has waived its right to appoint a representative to the Nomination Committee. Accordingly, this right passed to the fifth largest shareholder, Livförsäkringsbolaget Skandia, who agreed to appoint a representative.

The 2024 AGM of Husqvarna AB (publ) will be held on Thursday, April 18, 2024.

Proposals

Shareholders who wish to submit proposals to the Nomination Committee may do so by email to [email protected], if possible by February 22, 2024.

Nomination Committee 2023

In accordance with the decision by Husqvarna's Annual General Meeting ("AGM") on April 7, 2022, the members of the Nomination Committee for the 2023 AGM are to be appointed by the four largest shareholders in terms of voting rights in the company as of August 31, 2022, who have expressed a wish to participate in the nomination committee work. In addition, the Nomination Committee shall also include the Chair of the Husqvarna Board.

Composition

On August 31, 2022, the four largest shareholders in terms of voting rights were Investor AB, L E Lundbergföretagen AB, If Skadeförsäkring AB and Didner & Gerge Fonder AB. Each has now appointed one member, as shown below, who will form Husqvarna's Nomination Committee together with the Chair of the Husqvarna Board.

  • Petra Hedengran (Chair), Investor AB
  • Claes Boustedt, L E Lundbergföretagen AB
  • Fredrik Ahlin, If Skadeförsäkring AB
  • Henrik Didner, Didner & Gerge Fonder AB
  • Tom Johnstone, Board Chair of Husqvarna AB
Proposals

Shareholders who wish to submit proposals to the Nomination Committee may do so by email to [email protected] if possible, by February 7, 2023.

Tasks

The Nomination Committee will prepare proposals for the 2023 AGM, including proposals for the Chair of the AGM, Board members, Chair of the Board, remuneration for Board members, auditors, fees to the auditors, and to the extent deemed necessary, the tasks and composition of the Nomination Committee for the 2024 AGM.

Nomination Committee 2022

In accordance with the decision by Husqvarna's Annual General Meeting ("AGM") on April 14, 2021, the members of the Nomination Committee for the 2022 AGM are to be appointed by the four largest shareholders in terms of voting rights in the company as of August 31, 2021, who have expressed a wish to participate in the nomination committee work. In addition, the Nomination Committee shall also include the Chair of the Husqvarna Board.

Composition

On August 31, 2021, the four largest shareholders in terms of voting rights were Investor AB, L E Lundbergföretagen AB, If Skadeförsäkring AB and Didner & Gerge Fonder AB. Each has now appointed one member, as shown below, who will form Husqvarna's Nomination Committee together with the Chair of the Husqvarna Board.

  • Petra Hedengran (Chair), Investor AB
  • Claes Boustedt, L E Lundbergföretagen AB
  • Fredrik Ahlin, If Skadeförsäkring AB
  • Henrik Didner, Didner & Gerge Fonder AB
  • Tom Johnstone, Board Chair of Husqvarna AB
Proposals

Shareholders who wish to submit proposals to the Nomination Committee may do so by email to [email protected] if possible, by February 7, 2022.

Tasks

The Nomination Committee will prepare proposals for the 2022 AGM, including proposals for the Chair of the AGM, Board members, Chair of the Board, remuneration for Board members, auditors, fees to the auditors, and to the extent deemed necessary, the tasks and composition of the Nomination Committee for the 2023 AGM.

Nomination Committee 2014

In accordance with the decision by Husqvarna’s Annual General Meeting on April 11, 2013, the members of the Nomination Committee for the 2014 AGM are to be appointed by the four largest shareholders in terms of voting rights in the company as of the last banking day in August, August 30, 2013, who have expressed a wish to participate in the nomination committee work. In addition, the Nomination Committee shall also include the Chairman of the Husqvarna Board.

Composition

The Nomination Committee shall consist of one representative of each of the four largest shareholders in the company with regard to the number of votes held, together with the Chairman of the Board of Directors.

The names of the four representatives and the names of the shareholders they represent shall be announced at the latest six months before the Annual General Meeting 2014 and shall be based on the known number of votes as of August 30, 2013. The term of office for the Nomination Committee shall be for the period until a new Nomination Committee has been appointed. Unless the members of the Nomination Committee agree otherwise, the Chairman of the Nomination Committee shall be the member that represents the largest shareholder with regard to the number of votes held.

In accordance with the decision by the Annual General Meeting in April 2013, Husqvarna shall have a Nomination Committee consisting of representatives of each of the four largest shareholders in terms of voting rights, and the Chairman of the Husqvarna Board.

The members of the Nomination Committee for the AGM in 2014 are Petra Hedengran (chairman), Investor AB, Claes Boustedt, LE Lundbergföretagen, Ramsay Brufer, Alecta, Henrik Didner, Didner & Gerge Fonder and Lars Westerberg, Chairman of Husqvarna AB.

As of August 30, 2013, Investor's shareholding in Husqvarna corresponded to 30,5% of the voting rights in the company, Lundbergföretagen's to 22.3%, Alecta's to 6.0%, and Didner & Gerge Fonder to 2.2%. The Nomination Committee will prepare proposals for the AGM in 2014, including proposals for the Chairman of the Board, remuneration for Board members, auditors, fees to the auditors, and to the extent deemed necessary, the tasks and composition of the Nomination Committee for the AGM in 2015.

The Nomination Committee’s members:

  • Petra Hedengran (chairman), Investor AB
  • Claes Boustedt, L E Lundbergföretagen AB
  • Ramsay Brufer, Alecta
  • Henrik Didner, Didner & Gerge Fonder
  • Lars Westerberg, Chairman of Husqvarna AB
Proposals

Shareholders who wish to submit proposals to the Nomination Committee should send an email to [email protected] by February 7, 2014.

Tasks

The Nomination Committee's tasks include preparing a proposal to the AGM 2014 regarding the following issues:

  • Chairman of the AGM
  • Board members
  • Chairman of the Board
  • Remuneration for Board members, including the Chairman, as well as remuneration for committee work
  • Auditors
  • Auditors' fees
  • Nomination Committee for 2015

Nomination Committee 2021

In accordance with the decision by Husqvarna's Annual General Meeting ("AGM") on June 26, 2020, the members of the Nomination Committee for the 2021 AGM are to be appointed by the four largest shareholders in terms of voting rights in the company as of the last banking day in the month of August, August 31, 2020, who have expressed a wish to participate in the nomination committee work. In addition, the Nomination Committee shall also include the Chair of the Husqvarna Board. 

Composition

On August 31, 2020, the four largest shareholders in terms of voting rights were Investor AB, L E Lundbergföretagen AB, If Skadeförsäkring AB and Didner & Gerge Fonder AB. Each has now appointed one member, as shown below, who will form Husqvarna's Nomination Committee together with the Chair of the Husqvarna Board.

The Nomination Committee's members:

  • Petra Hedengran (Chair), Investor AB
  • Claes Boustedt, L E Lundbergföretagen AB
  • Fredrik Ahlin, If Skadeförsäkring AB
  • Henrik Didner, Didner & Gerge Fonder AB
  • Tom Johnstone, Board Chair of Husqvarna AB
Proposals

Shareholders who wish to submit proposals to the Nomination Committee may do so by email to [email protected] if possible, by February 17, 2021.

Tasks

The Nomination Committee will prepare proposals for the AGM in 2021, including proposals for the Chair of the AGM, Board members, Chair of the Board, remuneration for Board members, auditors, fees to the auditors, and to the extent deemed necessary, the tasks and composition of the Nomination Committee for the AGM in 2022.

Nomination committee 2017

In accordance with the decision by Husqvarna’s Annual General Meeting (“AGM”) on April 6, 2016, the members of the Nomination Committee for the 2017 AGM are to be appointed by the four largest shareholders in terms of voting rights in the company as of the last banking day in August, August 31, 2016, who have expressed a wish to participate in the nomination committee work. In addition, the Nomination Committee shall also include the Chairman of the Husqvarna Board.

Composition

The Nomination Committee shall consist of one representative of each of the four largest shareholders in the company with regard to the number of votes held, together with the Chairman of the Board of Directors.
On August 31, 2016, the four largest shareholders in terms of voting rights were Investor AB, L E Lundbergföretagen AB, If Skadeförsäkring AB and Didner & Gerge Fonder AB. Each has appointed one member, as shown below, who will form Husqvarna’s Nomination Committee together with the Chairman of the Husqvarna Board.

The Nomination Committee’s members:

  • Petra Hedengran (Chairman), Investor AB
  • Claes Boustedt, L E Lundbergföretagen AB
  • Ricard Wennerklint, If Skadeförsäkring AB
  • Henrik Didner, Didner & Gerge Fonder AB
  • Tom Johnstone, Chairman of Husqvarna AB
Proposals

Shareholders who wish to submit proposals to the Nomination Committee may do so by email to [email protected] if possible by February 7, 2017.

Tasks

The Nomination Committee will prepare proposals for the AGM in 2017, including proposals for the Chairman of the AGM, Board members, Chairman of the Board, remuneration for Board members, fees to the auditors, and to the extent deemed necessary, the tasks and composition of the Nomination Committee for the AGM in 2018.

Nomination Committee 2020

In accordance with the decision by Husqvarna’s Annual General Meeting (“AGM”) on April 9, 2019, the members of the Nomination Committee for the 2020 AGM are to be appointed by the four largest shareholders in terms of voting rights in the company as of the last banking day in August, August 30, 2019, who have expressed a wish to participate in the nomination committee work. In addition, the Nomination Committee shall also include the Chair of the Husqvarna Board.

Composition

On August 30, 2019, the four largest shareholders in terms of voting rights were Investor AB, L E Lundbergföretagen AB, If Skadeförsäkring AB and Didner & Gerge Fonder AB. Each has appointed one member, as shown below, who will form Husqvarna’s Nomination Committee together with the Chair of the Husqvarna Board. 

The Nomination Committee’s members:

  • Petra Hedengran (Chair), Investor AB
  • Claes Boustedt, L E Lundbergföretagen AB
  • Ricard Wennerklint, If Skadeförsäkring AB
  • Henrik Didner, Didner & Gerge Fonder AB
  • Tom Johnstone, Board Chair of Husqvarna AB
Proposals

Shareholders who wish to submit proposals to the Nomination Committee may do so by email to [email protected] if possible by February 6, 2020.

Tasks

The Nomination Committee will prepare proposals for the AGM in 2020, including proposals for the Chair of the AGM, Board members, Chair of the Board, remuneration for Board members, auditors, fees to the auditors, and to the extent deemed necessary, the tasks and composition of the Nomination Committee for the AGM in 2021.

Nomination Committee 2016

In accordance with the decision by Husqvarna's Annual General Meeting ("AGM") on April 21, 2015, the members of the Nomination Committee for the 2016 AGM are to be appointed by the four largest shareholders in terms of voting rights in the company as of the last banking day in August, August 31, 2015, who have expressed a wish to participate in the nomination committee work. In addition, the Nomination Committee shall also include the Chairman of the Husqvarna Board.

Composition

The Nomination Committee shall consist of one representative of each of the four largest shareholders in the company with regard to the number of votes held, together with the Chairman of the Board of Directors.

The Nomination Committee has been appointed by Investor AB, L E Lundbergföretagen AB, If Skadeförsäkring AB and Didner & Gerge Fonder. Each has appointed one member, as shown below, who will form Husqvarna’s Nomination Committee together with the Chairman of the Husqvarna Board.

The Nomination Committee’s members:

  • Petra Hedengran (Chairman), Investor AB
  • Claes Boustedt, L E Lundbergföretagen AB
  • Ricard Wennerklint, If Skadeförsäkring AB
  • Henrik Didner, Didner & Gerge Fonder
  • Tom Johnstone, Chairman of Husqvarna AB
Proposals

Shareholders who wish to submit proposals to the Nomination Committee may do so by email to [email protected] if possible by February 3, 2016.

Tasks

The Nomination Committee will prepare proposals for the AGM in 2016, including proposals for the Chairman of the AGM, Board members, Chairman of the Board, remuneration for Board members, fees to the auditors, and to the extent deemed necessary, the tasks and composition of the Nomination Committee for the AGM in 2017.

Nomination Committee 2015

In accordance with the decision by Husqvarna’s Annual General Meeting (“AGM”) on April 10, 2014, the members of the Nomination Committee for the 2015 AGM are to be appointed by the four largest shareholders in terms of voting rights in the company as of the last banking day in August, August 29, 2014, who have expressed a wish to participate in the nomination committee work. In addition, the Nomination Committee shall also include the Chairman of the Husqvarna Board.

Composition

The Nomination Committee shall consist of one representative of each of the four largest shareholders in the company with regard to the number of votes held, together with the Chairman of the Board of Directors.

The names of the four representatives and the names of the shareholders they represent shall be announced at the latest six months before the Annual General Meeting 2015 and shall be based on the known number of votes as of August 29, 2014. The term of office for the Nomination Committee shall be for the period until a new Nomination Committee has been appointed. Unless the members of the Nomination Committee agree otherwise, the Chairman of the Nomination Committee shall be the member that represents the largest shareholder with regard to the number of votes held.

In accordance with the decision by the Annual General Meeting in April 2013, Husqvarna shall have a Nomination Committee consisting of representatives of each of the four largest shareholders in terms of voting rights, and the Chairman of the Board of Directors.

The members of the Nomination Committee for the AGM in 2015 are:

  • Petra Hedengran (chairman), Investor AB
  • Claes Boustedt, L E Lundbergföretagen AB
  • Ramsay Brufer, Alecta
  • Ricard Wennerklint, If Skadeförsäkring AB
  • Lars Westerberg, Chairman of the Board of Directors

As of August 29, 2014, Investor's shareholding in Husqvarna corresponded to 31.2% of the voting rights in the company; Lundbergföretagen's to 23.7%; Alecta's to 3.9%, and If Skadeförsäkring's to 3.6%.

The Nomination Committee will prepare proposals for the AGM in 2015, including proposals for the Chairman of the Board of Directors, remuneration to the Directors, fees to the auditors, and to the extent deemed necessary, the tasks and composition of the Nomination Committee for the AGM in 2016.

Proposals

Shareholders who wish to submit proposals to the Nomination Committee should send an email to [email protected] by February 13, 2015.

Tasks

The Nomination Committee's tasks include preparing a proposal to the AGM 2015 regarding the following issues:

  • Chairman of the AGM
  • Directors of the Board
  • Chairman of the Board of Directors
  • Remuneration for Directors of the Board (distinguishing between the Chairman and the other Directors, as well as remuneration for committee work)
  • Auditors' fees
  • Nomination Committee for 2016

Nomination Committee 2019

In accordance with the decision by Husqvarna’s Annual General Meeting (“AGM”) on April 10, 2018, the members of the Nomination Committee for the 2019 AGM are to be appointed by the four largest shareholders in terms of voting rights in the company as of the last banking day in August, August 31, 2018, who have expressed a wish to participate in the nomination committee work. In addition, the Nomination Committee shall also include the Chair of the Husqvarna Board.

Composition

The Nomination Committee shall consist of one representative of each of the four largest shareholders in the company with regard to the number of votes held, together with the Chairman of the Board of Directors.

On August 31, 2018, the four largest shareholders in terms of voting rights were Investor AB, L E Lundbergföretagen AB, If Skadeförsäkring AB and Didner & Gerge Fonder AB. Each has appointed one member, as shown below, who will form Husqvarna’s Nomination Committee together with the Chair of the Husqvarna Board.

The Nomination Committee’s members:

  • Petra Hedengran (Chair), Investor AB
  • Claes Boustedt, L E Lundbergföretagen AB
  • Ricard Wennerklint, If Skadeförsäkring AB
  • Henrik Didner, Didner & Gerge Fonder AB
  • Tom Johnstone, Board Chair of Husqvarna AB
Proposals

Shareholders who wish to submit proposals to the Nomination Committee may do so by email to [email protected] if possible by February 12, 2019.

Tasks

The Nomination Committee will prepare proposals for the AGM in 2019, including proposals for the Chair of the AGM, Board members, Chair of the Board, remuneration for Board members, auditors, fees to the auditors, and to the extent deemed necessary, the tasks and composition of the Nomination Committee for the AGM in 2020.

Nomination Committee 2013

In accordance with the decision by Husqvarna’s Annual General Meeting on March 28, 2012, the members of the Nomination Committee for the 2013 AGM are to be appointed by the four largest shareholders in terms of voting rights in the company as of August 31, 2012, who have expressed a wish to participate in the nomination committee work. In addition, the Nomination Committee shall also include the Chairman of the Husqvarna Board.

Composition

The Nomination Committee shall consist of one representative of each of the four largest shareholders in the company with regard to the number of votes held, together with the Chairman of the Board of Directors.

The names of the four representatives and the names of the shareholders they represent shall be announced at the latest six months before the Annual General Meeting 2013 and shall be based on the known number of votes as of August 31, 2012. The term of office for the Nomination Committee shall be for the period until a new Nomination Committee has been appointed. Unless the members of the Nomination Committee agree otherwise, the Chairman of the Nomination Committee shall be the member that represents the largest shareholder with regard to the number of votes held.

In accordance with the decision by the Annual General Meeting in March 2012, Husqvarna shall have a Nomination Committee consisting of representatives of each of the four largest shareholders in terms of voting rights, and the Chairman of the Husqvarna Board.

The members of the Nomination Committee for the AGM in 2013 are Petra Hedengran (chairman), Investor AB, Claes Boustedt, LE Lundbergföretagen, Ramsay Brufer, Alecta, Thomas Ehlin, Nordea Fonder and Lars Westerberg, Chairman of Husqvarna AB.

As of August 31, 2012, Investor's shareholding in Husqvarna corresponded to 30,4% of the voting rights in the company, Lundbergföretagen's to 22.2%, Alecta's to 6.9%, and Nordea Investment Funds's to 2.2%. The Nomination Committee will prepare proposals for the AGM in 2013, including proposals for election of Board members, fees to Board members, fees to the auditors, and the tasks and composition of the Nomination Committee for the AGM in 2014.

The Nomination Committee’s members:

  • Petra Hedengran (chairman), Investor AB
  • Claes Boustedt, L E Lundbergföretagen AB
  • Ramsay Brufer, Alecta
  • Thomas Ehlin, Nordea Fonder
  • Lars Westerberg, Chairman of Husqvarna AB
Proposals

Shareholders who wish to submit proposals to the Nomination Committee should send an email to [email protected] by February 8, 2013.

Tasks

The Nomination Committee's tasks include preparing a proposal to the AGM 2013 regarding the following issues:

  • Chairman of the AGM
  • Board members
  • Chairman of the Board
  • Remuneration for Board members, including the Chairman, as well as remuneration for committee work
  • Auditors' fees
  • Nomination Committee for 2014

Nomination Committee 2012

In accordance with the decision by Husqvarna’s Annual General Meeting on May 4, 2011, the members of the Nomination Committee for the 2012 AGM are to be appointed by the four largest shareholders in terms of voting rights in the company as of August 31, 2011. In addition, the Nomination Committee shall also include the Chairman of the Husqvarna Board.

Composition

The Nomination Committee shall consist of one representative of each of the four largest shareholders in the company with regard to the number of votes held, together with the Chairman of the Board of Directors.

The names of the four representatives and the names of the shareholders they represent shall be announced at the latest six months before the Annual General Meeting 2012 and shall be based on the known number of votes as of August 31, 2011. The term of office for the Nomination Committee shall be for the period until a new Nomination Committee has been appointed. Unless the members of the Nomination Committee agree otherwise, the Chairman of the Nomination Committee shall be the member that represents the largest shareholder with regard to the number of votes held. 

In accordance with the decision by the Annual General Meeting in May 2011, Husqvarna shall have a Nomination Committee consisting of representatives of each of the four largest shareholders in terms of voting rights, and the Chairman of the Husqvarna Board. 

The members of the Nomination Committee for the AGM in 2012 are Petra Hedengran, Investor AB (chairman), Claes Boustedt, LE Lundbergföretagen, Ramsay Brufer, Alecta, Jan Andersson, Swedbank Robur fonder and Lars Westerberg, Chairman of Husqvarna. As of August 31, 2011, Investor's shareholding in Husqvarna corresponded to 30,0% of the voting rights in the company, Lundbergföretagen's to 20.5%, Alecta's to 7.2%, and Swedbank Robur fonder's to 2.0%. 

The Nomination Committee will prepare proposals for the AGM in 2012, including proposals for election of Board members, fees to Board members, fees to the auditors, and the tasks and composition of the Nomination Committee for the AGM in 2013.

Proposals

Shareholders who wish to submit proposals to the Nomination Committee should send an email, by 1 February 2012, to [email protected].

Tasks

The Nomination Committee's tasks include preparing a proposal to the AGM 2012 regarding the following issues:

  • Chairman of the AGM
  • Board members
  • Chairman of the Board
  • Remuneration for Board members, including the Chairman, as well as remuneration for committee work
  • Auditors' fees
  • Nomination Committee for 2013

Nomination Committee 2011

In accordance with the decision by Husqvarna’s Annual General Meeting on April 27, 2010, the members of the Nomination Committee for the 2011 AGM are to be appointed by the four largest shareholders in terms of voting rights in the company as of August 31, 2010. In addition, the Nomination Committee shall also include the Chairman of the Husqvarna Board.

Composition

The Nomination Committee shall consist of one representative of each of the four largest shareholders in the company with regard to the number of votes held, together with the Chairman of the Board of Directors.

The names of the four representatives and the names of the shareholders they represent shall be announced at the latest six months before the Annual General Meeting 2011 and shall be based on the known number of votes as of August 31, 2010. The term of office for the Nomination Committee shall be for the period until a new Nomination Committee has been appointed. Unless the members of the Nomination Committee agree otherwise, the Chairman of the Nomination Committee shall be the member that represents the largest shareholder with regard to the number of votes held. In accordance with the decision by the Annual General Meeting in April 2010, Husqvarna shall have a Nomination Committee consisting of representatives of each of the four largest shareholders in terms of voting rights, and the Chairman of the Husqvarna Board.

The members of the Nomination Committee for the AGM in 2011 are:

  • Petra Hedengran, Investor AB (chairman),
  • Claes Boustedt, LE Lundbergföretagen, 
  • Ramsay Brufer, Alecta, 
  • Torbjörn Callvik, Skandia Liv 
  • Lars Westerberg, Chairman of Husqvarna.

As of August 31, 2010, Investor's shareholding in Husqvarna corresponded to 29,6% of the voting rights in the company, Lundbergföretagen's to 14.7%, Alecta's to 6.7%, and Skandia Liv´s to 2.5%. The Nomination Committee will prepare proposals for the AGM in 2011, including proposals for election of Board members, fees to Board members, fees to the auditors, and the tasks and composition of the Nomination Committee for the AGM in 2012.

Proposals

Shareholders who wish to submit proposals to the Nomination Committee should send an email, by 4 March 2011, to [email protected].

Tasks

The Nomination Committee's tasks include preparing a proposal to the AGM 2011 regarding the following issues:

  • Chairman of the AGM
  • Board members
  • Chairman of the Board
  • Remuneration for Board members, including the Chairman, as well as remuneration for committee work
  • Auditors' fees
  • Nomination Committee for 2012

Nomination Committee 2010

In accordance with the decision by the Annual General Meeting in April 2009, Husqvarna shall have a Nomination Committee consisting of representatives of each of the four largest shareholders in terms of voting rights, and the Chairman of the Husqvarna Board.

Composition

The Nomination Committee shall consist of one representative of each of the four largest shareholders in the company with regard to the number of votes held, together with the Chairman of the Board of Directors.

The names of the four representatives and the names of the shareholders they represent shall be announced at the latest six months before the Annual General Meeting 2010 and shall be based on the known number of votes as of August 31, 2009. The term of office for the Nomination Committee shall be for the period until a new Nomination Committee has been appointed. Unless the members of the Nomination Committee agree otherwise, the Chairman of the Nomination Committee shall be the member that represents the largest shareholder with regard to the number of votes held. In accordance with the decision by the Annual General Meeting in April 2009, Husqvarna shall have a Nomination Committee consisting of representatives of each of the four largest shareholders in terms of voting rights, and the Chairman of the Husqvarna Board. 

The members of the Nomination Committee for the AGM in 2010 are:

  • Petra Hedengran, Investor AB (chairman)
  • Claes Boustedt, LE Lundbergföretagen 
  • Ramsay Brufer, Alecta
  • Torgny Wännström, AFA Försäkring
  • Lars Westerberg, Chairman of Husqvarna.

As of August 31, 2009, Investor's shareholding in Husqvarna corresponded to 28.9% of the voting rights in the company, Lundbergföretagen's to 14.1%, Alecta's to 6.6%, and AFA's to 2.2%. The Nomination Committee will prepare proposals for the AGM in 2010, including proposals for election of Board members, fees to Board members, fees to the auditors, and the tasks and composition of the Nomination Committee for the AGM in 2011.

Proposals

Shareholders who wish to submit proposals to the Nomination Committee should send an email to [email protected].

Tasks

The Nomination Committee's tasks include preparing a proposal to the AGM 2010 regarding the following issues:

  • Chairman of the AGM
  • Board members
  • Chairman of the Board
  • Remuneration for Board members, including the Chairman, as well as remuneration for committee work
  • Auditors' fees
  • Nomination Committee for 2011

Nomination Committee 2009

In accordance with the decision by the Annual General Meeting in April 2008, Husqvarna shall have a Nomination Committee consisting of representatives of each of the four largest shareholders in terms of voting rights, and the Chairman of the Husqvarna Board.

Composition

The Nomination Committee shall consist of one representative of each of the four largest shareholders in the company with regard to the number of votes held, together with the Chairman of the Board of Directors.

The names of the four representatives and the names of the shareholders they represent shall be announced at the latest six months before the Annual General Meeting 2009 and shall be based on the known number of votes as of August 31, 2008. The term of office for the Nomination Committee shall be for the period until a new Nomination Committee has been appointed. Unless the members of the Nomination Committee agree otherwise, the Chairman of the Nomination Committee shall be the member that represents the largest shareholder with regard to the number of votes held. In accordance with the decision by the Annual General Meeting in April 2008, Husqvarna shall have a Nomination Committee consisting of representatives of each of the four largest shareholders in terms of voting rights, and the Chairman of the Husqvarna Board. 

The members of the Nomination Committee for the AGM in 2009 are:

  • Petra Hedengran, Investor AB (chairman)
  • Claes Boustedt, LE Lundbergföretagen AB
  • Ramsay Brufer, Alecta Mutual Pension Insurance
  • Anders Elsell, Investment AB Öresund
  • Lars Westerberg, Chairman of Husqvarna.

As of 29 August 2008, Investor's shareholding in Husqvarna corresponded to 28.7% of the voting rights in the company, Lundbergföretagen's to 12.7%, Alecta's to 6.1%, and Öresund's to 3.8%. The Nomination Committee will prepare proposals for the AGM in 2009, including proposals for Board members, fees to the Board members, fees to the auditors, and the tasks and composition of the Nomination Committee for the AGM in 2010.

Proposals

Shareholders who wish to submit proposals to Husqvarna's Nomination Committee should send:

  • e-mail to: [email protected], or
  • post to: Husqvarna AB, Nomination Committee, Box 30224, SE-104 25 Stockholm, Sweden
Tasks

The Nomination Committee's tasks include preparing a proposal to the AGM 2009 regarding the following issues:

  • Chairman of the AGM
  • Board members
  • Chairman of the Board
  • Remuneration for Board members, including the Chairman, as well as remuneration for committee work
  • Auditors' fees
  • Nomination Committee for the next accounting year

Nomination Committee 2008

In accordance with the decision by the Annual General Meeting in April 2007, Husqvarna shall have a Nomination Committee consisting of representatives of each of the four largest shareholders in terms of voting rights, and the Chairman of the Husqvarna Board.

Composition

The Nomination Committee shall consist of one representative of each of the four largest shareholders in the company with regard to the number of votes held, together with the Chairman of the Board of Directors.

The names of the four representatives and the names of the shareholders they represent shall be announced at the latest six months before the Annual General Meeting 2008 and shall be based on the known number of votes as of August 31, 2007. The term of office for the Nomination Committee shall be for the period until a new Nomination Committee has been appointed. Unless the members of the Nomination Committee agree otherwise, the Chairman of the Nomination Committee shall be the member that represents the largest shareholder with regard to the number of votes held.

If during the term of office of the Nomination Committee, one or more of the shareholders having appointed a representative to the Nomination Committee no longer is among the four largest shareholders with regard to the number of votes held, representatives appointed by these shareholders shall resign and the shareholder or shareholders who then are among the four largest shareholders with regard to the number of votes held, may appoint their representatives. If there are only marginal changes in the number of votes held or if the change occurs later than three months before the Annual General Meeting, no changes shall be made in the composition of the Nomination Committee unless there are special circumstances. A shareholder who has appointed a representative as member of the Nomination Committee has the right to dismiss such member and appoint a new representative as member of the committee. Changes in the composition of the Nomination Committee shall be announced as soon as they have occurred.

The members of the Nomination Committee for the AGM in 2008 are:

  • Petra Hedengran, Investor AB (chairman)
  • Fredrik Lundberg, Lundbergföretagen,
  • Ramsay Brufer, Alecta,
  • Stefan Roos, SEB Fonder
  • Lars Westerberg, Chairman of the Husqvarna Board.

As of August 31, 2007, Investor's shareholding in Husqvarna corresponded to 24.6% of the voting rights in the company, Lundbergföretagen's to 10.2%, Alecta's to 5.9%, and SEB Fonder's to 3.6%.

The Nomination Committee will prepare proposals for the AGM in 2008, including proposals for Board members, fees to the Board members, fees to the auditors, and the tasks and composition of the Nomination Committee for the AGM in 2009.

Proposals

Shareholders who wish to submit proposals to Husqvarna's Nomination Committee should send:

  • e-mail to: [email protected], or
  • post to: Husqvarna AB, Nomination Committee, Box 30224, SE-104 25 Stockholm, Sweden
Tasks

The Nomination Committee's tasks include preparing a proposal to the AGM 2008 regarding the following issues:

  • Chairman of the AGM
  • Board members
  • Chairman of the Board
  • Remuneration for Board members, including the Chairman, as well as remuneration for committee work
  • Auditors' fees
  • Nomination Committee for the next accounting year

The Nomination Committees' proposals to the Husqvarna AB Annual General Meeting on April 23, 2008

Item 2 - Election of Chairman o the Meeting

The Nomination Committee proposes that Lars Westerberg is elected chairman of the Annual General Meeting.

Item 9 - Determination of the number of Directors

The Nomination Committee proposes that the Board of Directors shall comprise nine Directors without Deputies.

Item 10 - Determination of the remuneration payable to each Director of the Board and the Auditor

A. Determination of remunerations payable
The Nomination Committee proposes a total Board remuneration of SEK 5,345,000 to be divided in accordance with the following: SEK 1,600,000 to the Chairman of the Board, SEK 460,000 to each of the Directors elected by the General Meeting and not employed by the Company. The Chairman of the Remuneration Committee shall receive SEK 100,000 and the two members SEK 50,000 each. The Chairman of the Audit Committee shall receive SEK 175,000 and the two members shall receive SEK 75,000 each.

The Nomination Committee proposes that the Auditor's fee shall be paid on the basis of approved invoice. B. Payment of remuneration to the Board of Directors in the form of synthetic shares
The Nomination Committee proposes that part of the remuneration to the Board Directors for their assignment, excluding remuneration for committee work, may be paid by allocation of synthetic shares. Each Director shall have the option to choose between receiving 50% of the remuneration in cash and 50% in the form of synthetic shares or to receive 75% in cash and 25% of the remuneration in the form of synthetic shares. Directors being non-Swedish tax subjects can choose to receive 100% of the remuneration in cash. However, if the total remuneration is obtained in cash, such Director is expected to invest 25% of the net remuneration after tax in the Company's shares. The number of synthetic shares allocated to the Director is determined based on a volume-weighted average of the quoted price of series B shares on the OMX Nordic Exchange Stockholm during five trading days immediately following the announcement of the Company's first quarterly report of the year, when the Director is elected or re-elected.
The right to synthetic shares incurs a right to receive, during the fifth calendar year after the beginning of the Board Director's tenure at each of four occasions, an amount, for 25% of the allocated synthetic shares, an amount in cash per synthetic share that corresponds to the quoted price of series B shares in the Company on the OMX Nordic Exchange Stockholm at each point in time for payment.

The synthetic shares are regarded as accrued continuously during the tenure, with 25% quarterly. Each Director holding synthetic shares shall be credited additional synthetic shares corresponding to dividends paid on series B shares in the Company. 
In the event that a Director resigns prior to four full years' tenure, a cash payment may be requested during the year after the resignation.
The Company's payment obligations for synthetic shares shall be hedged by the Company; either by way of re-purchased shares, which may be sold in the market in connection with payments to the Board Directors or by hedge arrangements with a bank. The financial impact on the Company of synthetic share program compared to payment in cash, is, according to the Nomination Committee, very limited, if properly hedged.

Item 11 - Election of Directors

The Nomination Committee proposes re-election of the Directors Lars Westerberg, Bengt Andersson, Peggy Bruzelius, Börje Ekholm, Tom Johnstone, Anders Moberg, Gun Nilsson, Robert F. Connolly and election of Ulf Lundahl. Ulf Lundahl is born 1952, is the executive vice president and deputy president of LE Lundbergföretagen AB and is a member of the board in i.e. Holmen AB and Indutrade AB. Peder Ramel has declined re-election.
The Nomination Committee considers that the nine Board Members proposed by the Nomination Committee are very well suited for carrying out Husqvarna's Board work over their coming term of office.
The Nomination Committee proposes that Lars Westerberg is appointed chairman of the Board.

Item 12 - Nomination Committee

The Nomination Committee proposes:

1. That the Company shall have a Nomination Committee consisting of one representative of each of the four largest shareholders in the Company with regard to the number of votes held, together with the Chairman of the Board of Directors. The names of the four representatives and the names of the shareholders they represent shall be announced at the latest six months before the Annual General Meeting 2009 
known number of votes as of August 29, 2008. The term of office for the Nomination Committee shall be for the period until a new Nomination Committee has been appointed. Unless the members of the Nomination Committee agree otherwise, the Chairman of the Nomination Committee shall be the member that represents the largest shareholder with regard to the number of votes held.

2. That if, during the term of office of the Nomination Committee, one or more of the shareholders having appointed a representative to the Nomination Committee no longer is among the four largest shareholders with regard to the number of votes held, representatives appointed by these shareholders shall resign and the shareholder or shareholders who then are among the four largest shareholders with regard to the number of votes held, may appoint their representatives. If there are only marginal changes in the number of votes held or if the change occurs later than three months before the Annual General Meeting, no changes shall be made in the composition of the Nomination Committee unless there are special circumstances. A shareholder who has appointed a representative as member of the Nomination Committee has the right to dismiss such member and appoint a new representative as member of the committee. Changes in the composition of the Nomination Committee shall be announced as soon as they have occurred.

3. That the Nomination Committee shall prepare the below proposals to be submitted to the Annual General Meeting 2009 for resolution:

  1. Proposal regarding Chairman of the Annual General Meeting;
  2. Proposal regarding number of Directors and Directors on the Board;
  3. Proposal regarding Chairman of the Board of Directors;
  4. Proposal regarding Directors' fees and remuneration for committee work; stating the distribution between each member of the Board of Directors;
  5. Proposal regarding Auditor's fees; and
  6. Proposal regarding Nomination Committee for the Annual General Meeting of 2010.

4. That the Nomination Committee, when performing its duties, shall fulfill the tasks that rest upon the Nomination Committee under the Swedish Code on Corporate Governance including, i.a. to provide the Company with certain information in order to enable the Company to fulfill its information obligation under the Code and for the Company to, upon request of the Nomination Committee, provide personnel resources such as secretary function for the Nomination Committee to facilitate the work of the committee. If needed, the Company shall also be able to pay reasonable costs for external consultants that the Nomination Committee deems necessary in order for the Committee to be able to fulfill its assignment.

Report on Husqvarna AB's Nomination Committee's work for the 2008 Annual General Meeting

Background

In accordance with the decision by the Annual General Meeting in April 2007, Husqvarna shall have a Nomination Committee consisting of representatives of each of the four largest shareholders in terms of voting rights, and the Chairman of the Board.

The four largest shareholders have appointed the following representatives who, together with Husqvarna's Board Chairman, will form the Nomination Committee.

The Nomination Committee's members are:

  • Petra Hedengran, Investor AB, Chairman of the Nomination Committee
  • Ramsay J. Brufer, Alecta
  • Fredrik Lundberg, L E Lundbergföretagen
  • Stefan Roos, SEB
  • Lars Westerberg, Chairman of the Husqvarna Board

The Nomination Committee has been given the task to prepare and present the following proposals to the 2008 Annual General Meeting:

  • Chairman of the Annual General Meeting
  • Members of the Board of Directors
  • Chairman of the Board of Directors
  • Board fees (split between the Chairman, other Board Members and for committee work)
  • Nomination Committee for the Annual General Meeting 2009
  • Audit fees

Nomination Committee's work and proposals

The Nomination Committee held three meetings and had contacts between meetings. The Nomination Committee has been presented with an evaluation of the Board and its work. To assess the extent to which the current Board meets the demands on the Board in light of the Company's current position and future direction, the size and composition of the Board in terms of, among other things, industry experience and expertise, has been discussed.

No proposals for Board Members have been submitted to the Nomination Committee by anyone other than the members of the Nomination Committee.

In addition, the Nomination Committee has discussed the issue of the Board Members' independence. The proposal for the composition of the Board meets the requirements of the OMX Nordic Exchange Stockholm and the Swedish Code of Corporate Governance for independent Board Members.

The Nomination Committee proposes that the current Board Members are re-elected except for Peder Ramel who has declined re-election. The Nomination Committee proposes a new election of Ulf Lundahl, Executive Vice-President, L E Lundbergföretagen. The Nomination Committee considers that the nine Board Members proposed by the Nomination Committee are very well suited for carrying out Husqvarna's Board work over their coming term of office.

In the opinion of the Nomination Committee, it is advantageous for the Company and its shareholders that Members of the Board are shareholders or have a corresponding exposure against the development of the market price of the Husqvarna-share. Earlier, the Nomination Committee has recommended the Board Members to invest 25% of the net remuneration after taxes in shares in the Company, with the purpose of further enhancing the Board Members long term interest for the Company's financial development. The Nomination Committee proposes that up to 50% of the fees to Board members, excluding remuneration for committee work, shall be paid in the form of synthetic shares. Such shares are not financial instruments in a legal sense, but a cash remuneration based on the trading price of Husqvarna B-shares. This means that fees to Board members would be linked to the long-term development of the Company. In the opinion of the Nomination Committee this would be more beneficial to the Company than conventional fees.

Assuming that the Company's commitment to synthetic shares is hedged, e.g. by repurchase of own shares or through an agreement with a bank, in the judgement of the Committee the synthetic shares would not involve significant additional cost in comparison with conventional fees.

The synthetic shares would be paid during the fifth year after the Board Member taking office in an amount corresponding to the average trading price of B-shares in connection with the payment. Four payments would be made during the fifth year, each corresponding to 25% of the shares.

At an Extraordinary General Meeting on January 27, 2006, PricewaterhouseCoopers AB was appointed as the Company's external Auditor, with Anders Lundin as auditor-in-charge, for the period until the Annual General Meeting in 2010. Regarding Auditors' fees, the Nomination Committee proposes that the Meeting decides that fees shall be paid on the basis of an approved invoice, since the fees are not known in advance.

The Nomination Committee therefore proposes the following for decision:

  • Unchanged number of Board Members to be elected by the AGM (nine).
  • Re-election of Lars Westerberg, Bengt Andersson, Peggy Bruzelius, Börje Ekholm, Tom Johnstone, Anders Moberg, Gun Nilsson and Robert F. Connolly. Peder Ramel declines re-election.
  • Election of Ulf Lundahl, Executive Vice-President, L E Lundbergföretagen.
  • Re-election of Lars Westerberg as Chairman of the Board, and proposed Chairman of AGM.
  • Increase of fees to Board members by SEK 100,000 to SEK 1.6m for Chairman and by SEK 22,500 to 460,000 for other members.
  • Part of fees to be paid in synthetic shares, according to the above.
  • Unchanged principles for appointment of Nomination Committee for AGM 2009, Appendix 1 hereto.

Information about all persons proposed as Members of Husqvarna AB's Board, and the Nomination Committee's evaluation of each Member's independence, can be found on the Company's website.

The Nomination Committee, March 2008

Appendix 1

The Nomination Committee proposes:

That the Company shall have a Nomination Committee consisting of one representative of each of the four largest shareholders in the Company with regard to the number of votes held, together with the Chairman of the Board of Directors. The names of the four representatives and the names of the shareholders they represent shall be announced at the latest six months before the Annual General Meeting 2009 and shall be based on the known number of votes as of August 29, 2008. The term of office for the Nomination Committee shall be for the period until a new Nomination Committee has been appointed. Unless the members of the Nomination Committee agree otherwise, the Chairman of the Nomination Committee shall be the member that represents the largest shareholder with regard to the number of votes held.

That if, during the term of office of the Nomination Committee, one or more of the shareholders having appointed a representative to the Nomination Committee no longer is among the four largest shareholders with regard to the number of votes held, representatives appointed by these shareholders shall resign and the shareholder or shareholders who then are among the four largest shareholders with regard to the number of votes held, may appoint their representatives. If there are only marginal changes in the number of votes held or if the change occurs later than three months before the Annual General Meeting, no changes shall be made in the composition of the Nomination Committee unless there are special circumstances. A shareholder who has appointed a representative as member of the Nomination Committee has the right to dismiss such member and appoint a new representative as member of the committee. Changes in the composition of the Nomination Committee shall be announced as soon as they have occurred.

That the Nomination Committee shall prepare the below proposals to be submitted to the Annual General Meeting 2009 for resolution:

  • Proposal regarding Chairman of the Annual General Meeting;
  • Proposal regarding number of Directors and Directors on the Board;
  • Proposal regarding Chairman of the Board of Directors;
  • Proposal regarding Directors' fees and remuneration for committee work; stating the distribution between each member of the Board of Directors;
  • Proposal regarding Auditor's fees;
  • Proposal regarding Nomination Committee for the Annual General Meeting of 2010.

That the Nomination Committee, when performing its duties, shall fulfil the tasks that rest upon the Nomination Committee under the Swedish Code on Corporate Governance including, i.e., to provide the Company with certain information in order to enable the Company to fulfil its information obligation under the Code and for the Company to, upon request of the Nomination Committee, provide personnel resources such as secretary function for the Nomination Committee to facilitate the work of the committee. If needed, the Company shall also be able to pay reasonable costs for external consultants that the Nomination Committee deems necessary in order for the Committee to be able to fulfil its assignment.

Nomination Committee 2007

In accordance with the decision by the Annual General Meeting in March 2006, Husqvarna shall have a Nomination Committee consisting of representatives of each of the four largest shareholders in terms of voting rights, and the Chairman of the Husqvarna Board.

Composition

The Nomination Committee shall consist of one representative of each of the four largest shareholders in the company with regard to the number of votes held, together with the Chairman of the Board of Directors.

The names of the four representatives and the names of the shareholders they represent shall be announced at the latest six months before the Annual General Meeting 2007 and shall be based on the known number of votes as of August 31, 2006. The term of office for the Nomination Committee shall be for the period until a new Nomination Committee has been appointed. Unless the members of the Nomination Committee agree otherwise, the Chairman of the Nomination Committee shall be the member that represents the largest shareholder with regard to the number of votes held.

If during the term of office of the Nomination Committee, one or more of the shareholders having appointed a representative to the Nomination Committee no longer is among the four largest shareholders with regard to the number of votes held, representatives appointed by these shareholders shall resign and the shareholder or shareholders who then are among the four largest shareholders with regard to the number of votes held, may appoint their representatives. If there are only marginal changes in the number of votes held or if the change occurs later than three months before the Annual General Meeting, no changes shall be made in the composition of the Nomination Committee unless there are special circumstances. A shareholder who has appointed a representative as member of the Nomination Committee has the right to dismiss such member and appoint a new representative as member of the committee. Changes in the composition of the Nomination Committee shall be announced as soon as they have occurred.

The members of the Nomination Committee for the AGM in 2007 consists of:

  • Chairman Johan Forssell, AB Investor, 
  • Ramsay J. Brufer, Alecta Mutual Pension Insurance,
  • Marianne Nilsson, Robur Investment Funds, 
  • Thomas Halvorsen, Fourth Swedish National Pension Fund
  • Lars Westerberg, Chairman of the Husqvarna Board.

The Nomination Committee will prepare proposals for the AGM in 2007, including proposals for Board members, fees to the Board members, fees to the auditors, and the tasks and composition of the Nomination Committee for the AGM in 2008.

Proposals

Shareholders who wish to submit proposals to Husqvarna's Nomination Committee should send:

  • e-mail to: [email protected], or
  • post to: Husqvarna AB, Nomination Committee, Box 30224, SE-104 25 Stockholm, Sweden
Tasks

The Nomination Committee's tasks include preparing a proposal to the AGM 2008 regarding the following issues:

  • Chairman of the AGM
  • Board members
  • Chairman of the Board
  • Remuneration for Board members, including the Chairman, as well as remuneration for committee work
  • Auditors' fees
  • Nomination Committee for the next accounting year

The Nomination Committees' proposals to the Husqvarna AB Annual General Meeting on April 19, 2007

Item 2 - Election of Chairman of the Meeting

The Nomination Committee proposes that Lars Westerberg is elected chairman of the Annual General Meeting.

Item 9 - Determination of the number of Directors

The Nomination Committee proposes that the Board of Directors shall comprise 9 Directors without Deputies.

Item 10 - Determination of the fees payable to each Director of the Board and the Auditor

The Nomination Committee proposes a total Board remuneration of SEK 5,087,500 to be divided in accordance with the following: SEK 1,500,000 to the Chairman of the Board, SEK 437,500 to each of the Directors elected by the General Meeting and not employed by the company. The Chairman of the Remuneration Committee shall receive SEK 100,000 and the two members SEK 50,000 each. The Chairman of the Audit Committee shall receive SEK 175,000 and the two members shall receive SEK 75,000 each.

The Nomination Committee proposes that the Auditor's fee shall be paid on the basis of approved invoice.

Item 11 - Election of Directors

The Nomination Committee proposes re-election of the Directors Lars Westerberg, Bengt Andersson, Peggy Bruzelius, Börje Ekholm, Tom Johnstone, Anders Moberg, Gun Nilsson, Peder Ramel and Robert F. Connolly.

The reason for not proposing new Board Members to be elected is that the Nomination Committee considers that the nine Board Members proposed by the Nomination Committee are very well suited for carrying out Husqvarna's Board work over their coming term of office.

The Nomination Committee proposes that Lars Westerberg is appointed chairman of the Board.

Item 12 - Nomination Committee

The Nomination Committee proposes:

1. That the company should have a Nomination Committee consisting of one representative of each of the four largest shareholders in the company with regard to the number of votes held, together with the Chairman of the Board of Directors. The names of the four representatives and the names of the shareholders they represent shall be announced at the latest six months before the Annual General Meeting 2008 and shall be based on the known number of votes as of August 31, 2007. The term of office for the Nomination Committee shall be for the period until a new Nomination Committee has been appointed. Unless the members of the Nomination Committee agree otherwise, the Chairman of the Nomination Committee shall be the member that represents the largest shareholder with regard to the number of votes held.

2. That if, during the term of office of the Nomination Committee, one or more of the shareholders having appointed a representative to the Nomination Committee no longer is among the four largest shareholders with regard to the number of votes held, representatives appointed by these shareholders shall resign and the shareholder or shareholders who then are among the four largest shareholders with regard to the number of votes held, may appoint their representatives. If there are only marginal changes in the number of votes held or if the change occurs later than three months before the Annual General Meeting, no changes shall be made in the composition of the Nomination Committee unless there are special circumstances. A shareholder who has appointed a representative as member of the Nomination Committee has the right to dismiss such member and appoint a new representative as member of the committee. Changes in the composition of the Nomination Committee shall be announced as soon as they have occurred.

3. That the Nomination Committee shall prepare the below proposals to be submitted to the Annual General Meeting 2008 for resolution:

  1. Proposal regarding Chairman of the Annual General Meeting;
  2. Proposal regarding number of Directors and Directors on the Board;
  3. Proposal regarding Chairman of the Board of Directors;
  4. Proposal regarding Directors' fees and remuneration for committee work; stating the distribution between each member of the Board of Directors;
  5. Proposal regarding Auditor's fees; and
  6. Proposal regarding Nomination Committee for the Annual General Meeting of 2009

4. That the Nomination Committee, when performing its duties, shall fulfill the tasks that rest upon the Nomination Committee under the Swedish Code on Corporate Governance including, i.a., to provide the company with certain information in order to enable the company to fulfill its information obligation under the Code and for the company to, upon request of the Nomination Committee, provide personnel resources such as secretary function for the Nomination Committee to facilitate the work of the committee. If needed, the company shall also be able to pay reasonable costs for external consultants that the Nomination Committee deems necessary in order for the Committee to be able to fulfill its assignment.

Report on Husqvarna AB's Nomination Committee's work for the 2007 Annual General Meeting

Background

In accordance with the decision by the Annual General Meeting in March 2006, Husqvarna shall have a Nomination Committee consisting of representatives of each of the four largest shareholders in terms of voting rights, and the Chairman of the Board.

The four largest shareholders have appointed the following representatives who, together with Husqvarna's Board Chairman, will form the Nomination Committee.

The Nomination Committee's members are:

  • Johan Forssell, Investor AB, Chairman of the Nomination Committee
  • Ramsay J. Brufer, Alecta
  • Marianne Nilsson, Robur
  • Thomas Halvorsen, Fourth Swedish National Pension Fund 1)
  • Lars Westerberg, Chairman of Husqvarna

The Nomination Committee has been given the task to prepare and present the following proposals to the 2007 Annual General Meeting:

  • Chairman of the Annual General Meeting
  • Members of the Board of Directors
  • Chairman of the Board of Directors
  • Board fees (split between the Chairman, other Board Members and for committee work) 2)
  • Nomination Committee for the Annual General Meeting 2008 and
  • Audit fees

Nomination Committee's work

The Nomination Committee held three meetings and had contacts between meetings. The Nomination Committee has been presented with an evaluation of the Board and its work. To assess the extent to which the current Board meets the demands on the Board in light of the Company's current position and future direction, the size and composition of the Board in terms of, among other things, industry experience and expertise, has been discussed.

No proposals for Board Members have been submitted to the Nomination Committee by anyone other than the members of the Nomination Committee.

In addition, the Nomination Committee has discussed the issue of the Board Members' independence. The proposal for the composition of the Board meets the requirements of Stockholmsbörsen and the Swedish Code of Corporate Governance for independent Board Members.

The Nomination Committee proposes that the current Board Members are re-elected and that no new members are elected. The reason for not proposing new Board Members to be elected is that the Nomination Committee considers that the nine Board Members proposed by the Nomination Committee are very well suited for carrying out Husqvarna's Board work over their coming term of office.

Regarding board fees, the Nomination Committee has decided to propose that the individual compensation to the Members of the Board remains unchanged.

In the opinion of the Nomination Committee, it is advantageous for the Company and its shareholders that Members of the Board, as long as they are Members of the Board and regardless if they are already shareholders of the Company, use part of their Board fee each year to acquire shares in the Company. The Nomination Committee has therefore decided to recommend Husqvarna's Board to define and establish a share ownership policy for the Board. In order to facilitate the financing of share acquisitions, it may be suitable that the Board decides that 25 percent of Board fees be paid immediately after the Annual General Meeting to give Members the possibility to use the net of such fees after tax to acquire shares in the Company early during their term of office. The intention is that shares acquired for part of the Board fee are to be retained as long as a director remains as Board Member.

At an Extraordinary General Meeting on January 27, 2006, PricewaterhouseCoopers AB was appointed as the Company's external Auditor, with Anders Lundin as auditor-in-charge, for the period until the Annual General Meeting in 2010. Regarding Auditors' fees, the Nomination Committee proposes that the Meeting decide that fees shall be paid on the basis of an approved invoice, since the fees are not known in advance.

The Nomination Committee's proposals

The Nomination Committee therefore proposes the following for decision:

  • Election of Lars Westerberg as Chairman of the Annual General Meeting.
  • 9 Board Members and no Deputies.
  • A total compensation to the board of 5,087,500 Swedish kronor to be divided as follows: 1,500,000 Swedish kronor to the Chairman, 437,500 Swedish kronor to each Board Member not employed by the Company. The Chairman of the Remuneration Committee shall receive 100,000 Swedish kronor and the two Members 50,000 Swedish kronor each. The Chairman of the Audit Committee shall receive 175,000 Swedish kronor and the two Members 75,000 kronor each.
  • Re-election of the Board Members Lars Westerberg, Bengt Andersson, Peggy Bruzelius, Börje Ekholm, Tom Johnstone, Anders Moberg, Gun Nilsson, Peder Ramel and Robert F. Connolly, with Lars Westerberg as Chairman of the Board.
  • Proposal for a Nomination Committee for the Annual General Meeting 2008 as per Appendix 1; and
  • Auditors' fees to be paid on the basis of an approved invoice.

Information about all persons proposed as members of Husqvarna AB's Board, and the Nomination Committee's evaluation of each Member's independence, can be found on the Company's website.

The Nomination Committee, March 2007

1) Replaced Carl Rosén, Second Swedish National Pension Fund which has reduced its holding and therefore left the Nomination Committee.

2) Swedish law has changed since the Nomination Committee was given its tasks in March 2006 and the law now requires the General Meeting to resolve on the compensation for each individual Member of the Board of Directors. The Nomination Committee has made its proposal in accordance with the new legislation.

Appendix 1

The Nomination Committee proposes:

1. That the company should have a Nomination Committee consisting of one representative of each of the four largest shareholders in the company with regard to the number of votes held, together with the Chairman of the Board of Directors. The names of the four representatives and the names of the shareholders they represent shall be announced at the latest six months before the Annual General Meeting 2008 and shall be based on the known number of votes as of August 31, 2007. The term of office for the Nomination Committee shall be for the period until a new Nomination Committee has been appointed. Unless the members of the Nomination Committee agree otherwise, the Chairman of the Nomination Committee shall be the member that represents the largest shareholder with regard to the number of votes held.

2. That if, during the term of office of the Nomination Committee, one or more of the shareholders having appointed a representative to the Nomination Committee no longer is among the four largest shareholders with regard to the number of votes held, representatives appointed by these shareholders shall resign and the shareholder or shareholders who then are among the four largest shareholders with regard to the number of votes held, may appoint their representatives. If there are only marginal changes in the number of votes held or if the change occurs later than three months before the Annual General Meeting, no changes shall be made in the composition of the Nomination Committee unless there are special circumstances. A shareholder who has appointed a representative as member of the Nomination Committee has the right to dismiss such member and appoint a new representative as member of the committee. Changes in the composition of the Nomination Committee shall be announced as soon as they have occurred.

3. That the Nomination Committee shall prepare the below proposals to be submitted to the Annual General Meeting 2008 for resolution:

4. That the Nomination Committee, when performing its duties, shall fulfil the tasks that rest upon the Nomination Committee under the Swedish Code on Corporate Governance including, i.e., to provide the company with certain information in order to enable the company to fulfil its information obligation under the Code and for the company to, upon request of the Nomination Committee, provide personnel resources such as secretary function for the Nomination Committee to facilitate the work of the committee. If needed, the company shall also be able to pay reasonable costs for external consultants that the Nomination Committee deems necessary in order for the Committee to be able to fulfil its assignment.

  1. Proposal regarding Chairman of the Annual General Meeting;
  2. Proposal regarding number of Directors and Directors on the Board;
  3. Proposal regarding Chairman of the Board of Directors;
  4. Proposal regarding Directors' fees and remuneration for committee work; stating the distribution between each member of the Board of Directors;
  5. Proposal regarding Auditor's fees
  6. Proposal regarding Nomination Committee for the Annual General Meeting of 2009

Nomination Committee 2018

In accordance with the decision by Husqvarna’s Annual General Meeting (“AGM”) on April 4, 2017, the members of the Nomination Committee for the 2018 AGM are to be appointed by the four largest shareholders in terms of voting rights in the company as of the last banking day in August, August 31, 2017, who have expressed a wish to participate in the nomination committee work. In addition, the Nomination Committee shall also include the Chairman of the Husqvarna Board.

Composition

The Nomination Committee shall consist of one representative of each of the four largest shareholders in the company with regard to the number of votes held, together with the Chairman of the Board of Directors.

On August 31, 2017, the four largest shareholders in terms of voting rights were Investor AB, L E Lundbergföretagen AB, If Skadeförsäkring AB and Didner & Gerge Fonder AB. Each has appointed one member, as shown below, who will form Husqvarna’s Nomination Committee together with the Chairman of the Husqvarna Board.

The Nomination Committee’s members:

  • Petra Hedengran (Chairman), Investor AB
  • Claes Boustedt, L E Lundbergföretagen AB
  • Ricard Wennerklint, If Skadeförsäkring AB
  • Henrik Didner, Didner & Gerge Fonder AB
  • Tom Johnstone, Chairman of Husqvarna AB
Proposals

Shareholders who wish to submit proposals to the Nomination Committee may do so by email to [email protected] if possible by February 13, 2018.

Tasks

The Nomination Committee will prepare proposals for the AGM in 2018, including proposals for the Chairman of the AGM, Board members, Chairman of the Board, remuneration for Board members, auditors, fees to the auditors, and to the extent deemed necessary, the tasks and composition of the Nomination Committee for the AGM in 2019.