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

NUMBERPROPOSALMANAGEMENT RECOMMENDATIONVOTING INTENTION
Management proposals for Annual General Meeting 
1Open MeetingNONENONE
2Elect Chairman of MeetingFORFOR
3Prepare and Approve List of ShareholdersFORFOR
4Approve Agenda of MeetingFORFOR
5Designate Inspector(s) of Minutes of MeetingFORFOR
6Acknowledge Proper Convening of MeetingFORFOR
7Receive Financial Statements and Statutory ReportsNONENONE
8Receive Report on Work of Board and its CommitteesNONENONE
9Receive President's ReportNONENONE
10Receive Report on Audit Work During 2017NONENONE
11Accept Financial Statements and Statutory ReportsFORFOR
12Approve Allocation of Income and Dividends of SEK 8.25 Per ShareFORFOR
13Approve Discharge of Board and PresidentFORFOR
14Determine Number of Directors (7) and Deputy Directors (0) of Board; Set Number of Auditors at OneFORFOR
15Approve Remuneration of Directors, Approve Remuneration for Committee WorkFORFOR
16aReelect Marie Berglund as DirectorFORFOR
16bReelect Tom Erixon as DirectorFORFOR
16cReelect Michael G:son Low as DirectorFORFOR
16dReelect Elisabeth Nilsson as DirectorFORFOR
16eReelect Pia Rudengren as DirectorFORFOR
16fReelect Anders Ullberg as DirectorFORFOR
16gReelect Pekka Vauramo as DirectorFORFOR
16hReelect Anders Ullberg as Board ChairmanFORFOR
17Approve Remuneration of AuditorsFORFOR
18Ratify Deloitte as AuditorsFORFOR
19Approve Remuneration Policy And Other Terms of Employment For Executive ManagementFORFOR
20Reelect Jan Andersson (Chairman), Lars Erik Forsgardh, Ola Peter Gjessing, Anders Oscarsson and Anders Ullberg as Members of Nominating CommtiteeFORFOR
21Amend 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 IssueFORFOR
22Allow QuestionsNONENONE
23Close MeetingNONENONE

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.