Corporate governance

Corporate governance
 

Documentation

Articles of Association

Annual Report 2010 (online version)

Archive

Guidelines that create confidence

Corporate governance defines the decision systems by which the owners, directly or indirectly, manage the company. In a stock corporation such as Axis, governance, management and control are distributed among the shareholders, the board of directors, the President and management team in accordance with prevailing laws, regulations and instructions.

Axis AB (publ) (hereafter “Axis”) is a Swedish stock corporation with its registered office in Lund, Sweden. Axis was floated on the Stockholm Stock Exchange in 2000 and is currently listed on NASDAQ OMX Nordic. The company follows the provisions of the Swedish Companies Act as well as the stock exchange regulations for listed companies in Sweden.

Axis applies the Swedish Code for Corporate Governance (hereafter the “Code”) which may be downloaded from www.bolagsstyrning.se and follows it with the exception of what is expressly stated below. The corporate governance report describes how corporate governance has been conducted in Axis during the fiscal year 2010.

Deviations

Axis deviates in relation to item 2.1 (the nominating committee shall submit proposals regarding appointment and remuneration of auditors) with the explanation that the board submits proposals to the nominating committee for consideration and presentation at the annual general meeting. The board makes such proposals as the board considers that it is suitably qualified for this by virtue of its composition and expertise. The company has not established a special audit committee but the duties that would be assigned to an audit committee are performed by the entire board within the framework of the ordinary board work.

Share capital and voting rights

Axis had 17,459 shareholders at the close of 2010 according to the share register maintained by Euroclear Sweden AB (formerly VPC AB) The company’s principal owner was LMK Industri (14.4 percent of the share capital). Foreign investors’ equity interest was 30.1 percent. The five largest owners held shareholdings corresponding to 50.0 percent of the share capital.
For additional ownership information see shareholder structure on http://www.axis.com/sv/corporate/investor/shareholders.htm. The company’s share capital totaled SEK 694,612 at year-end, distributed among 69,461,250 shares. All shares carry one vote and equal right to share in the company’s assets and earnings.