Support for unbundled board elections at Boliden AB

Norges Bank Investment Management will vote in favour of board re-election, and all other resolutions put forth to shareholder approval at the Annual General Meeting of Boliden AB on 27 April 2018. This is in line with Boliden AB’s management recommendations.

20 April 2018

Our rationale

For the first time, the Board of Directors of Boliden AB will undertake board elections as separate agenda items for each board seat. In our view, individual vote count provides for enhanced board accountability by allowing shareholders to express support for each board candidate. The practice recognises that institutional investors commonly vote by proxy based on the information made available prior to the general meeting.

We appreciate the board’s willingness to expose itself to this higher degree of accountability by applying more demanding corporate governance practices.

Position paper on individual vote count in board elections

Boliden AB resolutions

NUMBER PROPOSAL MANAGEMENT RECOMMENDATION VOTING INTENTION
Management proposals for Annual General Meeting 
NUMBER1PROPOSALOpen MeetingMANAGEMENT RECOMMENDATIONNONEVOTING INTENTIONNONE
NUMBER2PROPOSALElect Chairman of MeetingMANAGEMENT RECOMMENDATIONFORVOTING INTENTIONFOR
NUMBER3PROPOSALPrepare and Approve List of ShareholdersMANAGEMENT RECOMMENDATIONFORVOTING INTENTIONFOR
NUMBER4PROPOSALApprove Agenda of MeetingMANAGEMENT RECOMMENDATIONFORVOTING INTENTIONFOR
NUMBER5PROPOSALDesignate Inspector(s) of Minutes of MeetingMANAGEMENT RECOMMENDATIONFORVOTING INTENTIONFOR
NUMBER6PROPOSALAcknowledge Proper Convening of MeetingMANAGEMENT RECOMMENDATIONFORVOTING INTENTIONFOR
NUMBER7PROPOSALReceive Financial Statements and Statutory ReportsMANAGEMENT RECOMMENDATIONNONEVOTING INTENTIONNONE
NUMBER8PROPOSALReceive Report on Work of Board and its CommitteesMANAGEMENT RECOMMENDATIONNONEVOTING INTENTIONNONE
NUMBER9PROPOSALReceive President's ReportMANAGEMENT RECOMMENDATIONNONEVOTING INTENTIONNONE
NUMBER10PROPOSALReceive Report on Audit Work During 2017MANAGEMENT RECOMMENDATIONNONEVOTING INTENTIONNONE
NUMBER11PROPOSALAccept Financial Statements and Statutory ReportsMANAGEMENT RECOMMENDATIONFORVOTING INTENTIONFOR
NUMBER12PROPOSALApprove Allocation of Income and Dividends of SEK 8.25 Per ShareMANAGEMENT RECOMMENDATIONFORVOTING INTENTIONFOR
NUMBER13PROPOSALApprove Discharge of Board and PresidentMANAGEMENT RECOMMENDATIONFORVOTING INTENTIONFOR
NUMBER14PROPOSALDetermine Number of Directors (7) and Deputy Directors (0) of Board; Set Number of Auditors at OneMANAGEMENT RECOMMENDATIONFORVOTING INTENTIONFOR
NUMBER15PROPOSALApprove Remuneration of Directors, Approve Remuneration for Committee WorkMANAGEMENT RECOMMENDATIONFORVOTING INTENTIONFOR
NUMBER16aPROPOSALReelect Marie Berglund as DirectorMANAGEMENT RECOMMENDATIONFORVOTING INTENTIONFOR
NUMBER16bPROPOSALReelect Tom Erixon as DirectorMANAGEMENT RECOMMENDATIONFORVOTING INTENTIONFOR
NUMBER16cPROPOSALReelect Michael G:son Low as DirectorMANAGEMENT RECOMMENDATIONFORVOTING INTENTIONFOR
NUMBER16dPROPOSALReelect Elisabeth Nilsson as DirectorMANAGEMENT RECOMMENDATIONFORVOTING INTENTIONFOR
NUMBER16ePROPOSALReelect Pia Rudengren as DirectorMANAGEMENT RECOMMENDATIONFORVOTING INTENTIONFOR
NUMBER16fPROPOSALReelect Anders Ullberg as DirectorMANAGEMENT RECOMMENDATIONFORVOTING INTENTIONFOR
NUMBER16gPROPOSALReelect Pekka Vauramo as DirectorMANAGEMENT RECOMMENDATIONFORVOTING INTENTIONFOR
NUMBER16hPROPOSALReelect Anders Ullberg as Board ChairmanMANAGEMENT RECOMMENDATIONFORVOTING INTENTIONFOR
NUMBER17PROPOSALApprove Remuneration of AuditorsMANAGEMENT RECOMMENDATIONFORVOTING INTENTIONFOR
NUMBER18PROPOSALRatify Deloitte as AuditorsMANAGEMENT RECOMMENDATIONFORVOTING INTENTIONFOR
NUMBER19PROPOSALApprove Remuneration Policy And Other Terms of Employment For Executive ManagementMANAGEMENT RECOMMENDATIONFORVOTING INTENTIONFOR
NUMBER20PROPOSALReelect Jan Andersson (Chairman), Lars Erik Forsgardh, Ola Peter Gjessing, Anders Oscarsson and Anders Ullberg as Members of Nominating CommtiteeMANAGEMENT RECOMMENDATIONFORVOTING INTENTIONFOR
NUMBER21PROPOSALAmend Articles Re: Equity Related; Approve Stock Split 2:1 in Connection with Redemption Program; Approve SEK 289.5 Million Reduction in Share Capital via Share Cancellation; Approve Bonus IssueMANAGEMENT RECOMMENDATIONFORVOTING INTENTIONFOR
NUMBER22PROPOSALAllow QuestionsMANAGEMENT RECOMMENDATIONNONEVOTING INTENTIONNONE
NUMBER23PROPOSALClose MeetingMANAGEMENT RECOMMENDATIONNONEVOTING INTENTIONNONE

Important legal notice

Norges Bank Investment Management’s approach to responsible investing includes disclosing our voting decisions, in some cases in advance of the relevant meeting. This is only intended to provide information and is not solicitation or encouragement as to how others should vote. This disclosure is not investment research, advice or recommendation. Norges Bank Investment Management’s voting intention is an internal decision and has not been agreed with any other shareholders. Norges Bank Investment Management is not subject to any prohibition on dealing after the publication of this disclosure. Norges Bank Investment Management’s holdings and holdings available for voting from time to time may differ from those set out in lists of holdings as of year-end.