ÅF AB: Welcome to AGM 2014
Shareholders of ÅF AB (publ) are invited to the Annual General Meeting of the
company to be held on Monday, 5 May 2014 at 2 pm (CET) at the company
headquarters with address Frösundaleden 2A, Solna, Sweden. Registration starts
at 1:30 pm (CET).
Entitlement to attend
Shareholders who wish to participate in the Annual General Meeting must
* have their names entered in the shareholders' register maintained by
Euroclear Sweden AB on Monday, 28 April 2014, and
* give a notice of attendance to the company at the latest on Monday, 28 April
2014 via ÅF's website www.afconsult.com, or by telephone
+46 (0)10 505 00 00 on weekdays between 9 am - 4 pm (CET), or by post to:
ÅF AB
Annual General Meeting
SE-169 99 Stockholm, Sweden
Please state name, personal ID, address, telephone no. and any attending
assistants together with the notice of attendance.
The personal information kept in the shareholders' register maintained by
Euroclear Sweden AB will be used to register and draw up the list of voters for
the Annual General Meeting.
The Annual General Meeting will be conducted in Swedish.
Shares registered in the name of a nominee
Shareholders whose shares are registered in the name of a nominee through a bank
or other nominee must, if they wish to exercise their right to participate in
the Annual General Meeting, re-register their shares in their own name per
Monday, 28 April 2014. Shareholders who wish to exercise their right in this way
ought to inform their nominee of their intention to do so in good time before
the aforementioned day.
Proxy
Shareholders who are represented through a proxy must issue a power of attorney,
duly signed and dated, for the proxy to act on their behalf. If the power of
attorney has been issued by a legal person, a certified copy of the certificate
of incorporation for the legal person must also be provided that confirms the
right to issue the power of attorney. It is desirable that the power of attorney
in original and, where appropriate, the certificate of incorporation be
submitted in good time before the Annual General Meeting to ÅF AB, Annual
General Meeting, SE-169 99 Stockholm, Sweden.
A proxy template for making power of attorney arrangements is available on the
ÅF website: www.afconsult.com.
Annual Report
It is anticipated that the Annual Report in English will be published on
www.afconsult.com during the week beginning on 7 April 2014. Printed copies may
be ordered by phoning the ÅF Group switchboard, +46 (0)10 505 00 00.
Proposed agenda for the Annual General Meeting
1 Election of Chairman of the Meeting.
2 Preparation and approval of the voting list.
3 Approval of the agenda.
4 Election of persons to approve the minutes.
5 Determination whether the meeting has been properly convened.
6 The CEO's address.
7 Statement of the work of the Board of Directors and of the Remuneration and
Audit Committees.
8 Presentation of the Annual Report and the Auditors' Report together with the
consolidated accounts and the auditors' report for the same.
9 Adoption of the Income Statement and Balance Sheet of ÅF AB and the Income
Statement and Balance Sheet of the ÅF Group.
10 Resolution regarding discharge from liability of the Board of Directors and
of the CEO.
11 Appropriations and allocations of the profit or loss made by the company
according to the approved balance sheet, and the record day for the right to
receive a shareholders' dividend.
12 The Nomination Committee's proposals, election of board members etc.
12a Decision concerning the number of board members and deputy members to be
elected by the meeting.
12b Election of Chairman of the Board, other members of the Board of Directors
and any deputies.
12c Election of Auditors and any deputy auditors.
12d Resolution regarding the remuneration to be awarded to the Board of
Directors and the Auditors.
12e Resolution regarding the Principles of the Nomination Committee.
13 Resolution regarding the principles relating to salary and other remuneration
for the CEO and other members of the senior management team.
14 Resolution regarding split of the company's shares.
15 Resolution regarding long-term incentive programme and authority for the
Board of Directors to acquire the company's own shares to fulfil ÅF's
obligations pursuant to the programme.
16 Resolutions authorising the Board of Directors to acquire and transfer the
company's own shares.
16a Resolution regarding increased authority for the Board of Directors
regarding the company's capital structure.
16b Resolution regarding acquisition and transfer of shares to fulfil ÅF's
obligations pursuant to present incentive programmes (PSP 2010, 2011 and 2013).
17 Resolution authorising the Board of Directors to make a new issue of shares.
18 Close of the Annual General Meeting.
Item 1 - Election of Chairman of the Meeting
The Nomination Committee proposes that the Chairman of the Board, Ulf
Dinkelspiel, chairs the meeting.
Item 11 - Shareholders' dividend
The Board of Directors proposes a shareholders' dividend of SEK 6.50 per share.
It is proposed that Thursday, 8 May 2014 be made the record day for the right to
receive this dividend. It is anticipated that payment will be made via Euroclear
Sweden AB on Tuesday, 13 May 2014.
Item 12 - The Nomination Committee's proposals, election of the Board etc.
The Nomination Committee, which was elected in accordance with the Principles
for the Nomination Committee adopted by the Annual General Meeting 2013,
consists of the Chairman of the Nomination Committee Staffan Westlin
(Ångpanneföreningens Forskningsstiftelse), Anders Algotsson (AFA Försäkring),
Annika Andersson (Swedbank Robur), Jan Särlvik (Nordea fonder), Karl Åberg
(CapMan) and Ulf Dinkelspiel (Chairman of the Board).
Item 12a - Number of members and deputies of the Board
The Nomination Committee proposes that the Board of Directors of the company
shall consist of eight (8) members elected by the Annual General Meeting with no
deputies.
Item 12b - Election of the Board
Ulf Dinkelspiel and Lena Treschow Torell have declined re-election.
The Nomination Committee proposes that the following members of the Board be re-
elected: Marika Fredriksson, Anders Narvinger, Björn O. Nilsson, Maud Olofsson,
Joakim Rubin, Kristina Schauman and Anders Snell. The following new director is
proposed to be elected: Staffan Jufors. Anders Narvinger is proposed as new
Chairman of the Board.
Staffan Jufors
Staffan Jufors is born 1951. He has a master of science in economics from the
School of Business, Economics and Law in Gothenburg and has had long career in
the Volvo Group, where he has held positions as CEO of Volvo Trucks and Volvo
Penta as well as Chairman of the Board of Volvo Buses. Staffan Jufors is
presently a member of the boards of Haldex AB (publ) and Nordens Ark.
Staffan holds no shares in ÅF.*
* Reflects the holding of shares and other financial instruments, if any, as of
3 March 3rd 2014 and includes holdings of related natural or legal persons.
Item 12c - Election of auditors
The Nomination Committee proposes to the Annual General Meeting that EY be
appointed auditors to the company, with Hamish Mabon as Senior Auditor, to serve
until the end of the 2015 Annual General Meeting.
Item 12d - Resolution regarding remuneration to the Board of Directors and the
Auditors
The Nomination Committee proposes that remuneration to the Board including its
committees up until the time of the next Annual General Meeting shall total SEK
2,765,000.
For the work of the Board, SEK 600,000 is allocated to the Chairman of the Board
of Directors and SEK 260,000 is allocated to each of the seven other directors.
This brings the total fees paid for board work to SEK 2,420,000.
For the members of the Audit Committee, it is proposed that remuneration of SEK
90,000 is paid to the chair and SEK 45,000 for each of the other two members of
the committee. For the members of the Remuneration Committee, it is proposed
that remuneration of SEK 75,000 is paid to the Chair and SEK 45,000 for each of
the other two members of the committee. This brings the total of fees paid out
for committee work to SEK 345,000.
Proposed remuneration to the Board and its committees compared to what was
decided by the AGM 2013 means an increase of remuneration to the Chairman of the
Board of Directors with SEK 50,000 and SEK 10,000 to the other directors. The
remuneration for the work of the committees remains unchanged.
The Nomination Committee also proposes that remuneration to the auditors be paid
in accordance with approved invoices.
Item 12e - Resolution regarding the Principles for the Nomination Committee
The Nomination Committee proposes that the Principles for the Nomination
Committee shall remain the same as those approved by the 2013 Annual General
Meeting:
The Nomination Committee shall consist of representatives of a minimum of three
and a maximum of five of the largest shareholders by voting entitlement,
together with the Chairman of the Board. The Chairman of the Board will contact
and ask the five largest shareholders by voting entitlement to invite them to
participate in the Nomination Committee. The entitlement shall be based on
Euroclear Sweden AB's list of shareholders (by groups of owners) on the last
banking day in August, and on other reliable information provided to the company
on the last banking day in August.
The names of the members of the Nomination Committee and the names of the
shareholders they represent are to be published at the latest six months before
the Annual General Meeting. If any of the five largest shareholders by voting
entitlement waives the invitation to appoint a representative to the Nomination
Committee, the next largest shareholder in terms of voting rights shall be given
the opportunity to appoint a representative. It is however not required to ask
more than seven of the largest shareholders by voting entitlement unless the
Nomination Committee has fewer than three representatives. The person appointed
by the largest shareholder by voting entitlement shall be appointed Chair of the
Nomination Committee, unless the Nomination Committee decides otherwise. The
Nomination Committee exercises its mandate until the appointment of a new
Nomination Committee.
If a significant change takes place in the ownership structure after the
Nomination Committee has been constituted and more than two months before the
Annual General Meeting and in the event that a major new owner expresses a wish
to participate in the work of the committee, the composition of the Nomination
Committee shall be altered to accord with the principles specified above, either
by replacing the committee member who has been appointed by the smallest
shareholder by voting entitlement, or by expanding the Nomination Committee to
include one additional member. Shareholders who acquire sufficient shares to
qualify as one of the three largest shareholders by voting entitlement within
the two months immediately preceding the Annual General Meeting shall have the
right to a co-opted representative on the Nomination Committee, if they so wish.
Shareholders who have appointed a member of the Nomination Committee have the
right to relieve this member of his/her duties and to appoint a new member in
the Nomination Committee in his/her place.
The Nomination Committee shall submit proposals to the Annual General Meeting
on:
* the election of someone to chair the Annual General Meeting,
* the election of a Chairman of the Board and other members of the Board,
* the allocation of Directors' fees between the Chairman of the Board and
other members, and any remuneration for committee work,
* election and remuneration of Auditors and Deputy Auditors (if any), and
* resolution regarding the principles for the appointment of the Nomination
Committee.
The Nomination Committee shall have the right to charge the company for expenses
such as those incurred in conjunction with the use of recruitment consultants,
whose assistance may be required to enable the Nomination Committee to execute
its duties properly. No fees are payable to members of the Nomination Committee.
Item 13 - Resolutions regarding the principles relating to salary and other
remuneration for the CEO and other members of the senior management team
The Board of Directors proposes that the Annual General Meeting adopts the
following principles relating to remuneration to the senior management team up
until the time of the 2015 Annual General Meeting.
The Remuneration Committee
The Board of Directors appoints a Remuneration Committee to prepare proposals
relating to the CEO's employment conditions, pension benefits and bonuses and
to make decisions oncorresponding conditions for the other senior executives.
The Remuneration Committee shall also consider principles relating to terms of
employement and other remuneration for all employees in the ÅF Group.
Senior executives
"Senior executives" includes CEO, members of the company management team and
executives who report directly to the CEO.
Remuneration
The ÅF Group bases rates of remuneration on the principle that remuneration
shall be payable on competitive market terms that enable the Group to recruit
and retain senior executives. ÅF employs the "grandfather principle", meaning
that all employment conditions shall be approved by the closest manager to the
manager who negotiated the conditions.
The remuneration of senior executives consists of the following components:
basic salary, variable remuneration, pensions and long-term incentive
programmes. Other remuneration may also be provided, usually in the form of a
company car.
The Board shall safeguard a reasonable balance between fixed and variable
remuneration components.
Basic salary and variable remuneration
These forms of remuneration are renegotiated annually. Remuneration shall be
based on factors such as duties, expertise, experience, position and
performance. In addition, the ratio between basic salary and variable
remuneration shall be related to the individual's position and duties. Variable
remuneration for the CEO and other senior executives is a maximum of 60% of
fixed annual salary. Fixed annual salary is current monthly salary multiplied by
12. The variable component of salary is based on outcomes in relation to
targets. The targets and salary of the CEO are set by the Board of Directors.
For other senior executives, these are set by the Remuneration Committee.
Long-term incentive programmes
Key personnel within the ÅF Group may be eligible to participate in various
types of incentive programmes on market terms. The emphasis shall be placed on
share-related incentive programmes that aim to reward performance, increase and
spread share ownership among senior executives, and encourage them to remain
with the company. The assumption is that a personal, long-term ownership
commitment among key personnel stimulates greater interest in the business and
in profitability, while also strengthening motivation and identification with
the company, thus safeguarding the company's needs for key competence.
To encourage embracing the challenges presented by the integration of Epsilon,
an incentive programme of a one-off nature was set up in 2013. The programme was
offered to a limited number of key personnel who will receive an extra
remuneration of a maximum of 60% of fixed annual salary during the period
2013-2015 if ÅF at the end of year 2015 has met certain financial goals relating
to the integration.
The form and structure of incentive programmes shall be determined by the Board
of Directors and shall, as regards share and share related programmes, be
subject to the final decision of the Annual General Meeting.
Pensions
Senior executives shall have defined-contribution pension plans with premiums
that reflect current market terms and conditions. All pension benefits shall be
vested, and shall not, therefore, be dependent on future employment. The
retirement age is 60 for the CEO and 65 for other senior executives.
Remuneration resulting from the long-term incentive programmes shall not
constitute pensionable salary.
Termination of employment and severance pay
In the event that the CEO is given notice by the company, the period of notice
is 24 months. If the CEO gives notice, the period of notice is 6 months.
As regards the period of notice between the company and other senior executives,
the period of notice from the company's side is normally 12 months and from the
employee's side, 6 months.
Item 14 - Resolution regarding split of shares
With intention to ease the trade of the company's shares on the Nasdaq OMX
Stockholm, the Board of Directors proposes that the Annual General Meeting
resolves to split each share into two (2-for-1 split).
The Board of Directors proposes that the Annual General Meeting authorises the
Board of Directors to determine the record day for the split, which shall not
occur earlier than the registration of the resolution with the Swedish Companies
Registration Office. Further information about the share split procedure will be
announced in connection with the determination of the record day.
Furthermore, the Board of Directors proposes that the Annual General Meeting
authorises the Board of Directors, or who the Board in its own discretion
appoints, to make any minor changes that may be required in connection with the
registrations with the Swedish Companies Registration Office and Euroclear
Sweden AB.
Item 15 - Resolution regarding long-term incentive programme - PSP 2014
Reasons and purposes of the proposal
The Board of Directors considers it to be of great importance and in all share
holders' best of interests that key personnel in the ÅF Group have long-term
interest in prosperous share value development. It is therefore proposed that
the Annual General Meeting resolves to adopt a Performance-Related Share
Programme - PSP 2014.
The purpose of PSP 2014 is to stimulate continued loyalty and good efforts.
Furthermore, the Board believes that incentive programmes increase the ÅF
Group's attractiveness as an employer. To take part in PSP 2014 the employee
must invest their own money.
PSP 2014 will comprise a maximum 0.5 percent of the total amount of shares and
0.4 percent of the total amount of votes. The number of shares involved in
similar current programmes, including shares to cover social security
contributions, totalled approximately 330,000 shares as per 1 Marcht 2014,
corresponding to approximately 0.8 percent of the total amount of shares and
approximately 0.6 percent of the total amount of votes.
Preparation of the proposal
PSP 2014 has been prepared by the Remuneration Committee in consultation with
external experts and the Board of Directors. The proposal has been approved by
the Board of Directors. The CEO has not participated in the Board's preparation
and proposal.
Present share-related incentive programmes
The company's share-related incentive programmes currently being in effect -
convertible programmes and PSP - are detailed in the company's 2013 annual
report, note 6.
The Board of Director's proposal
In order to implement the 2014 Performance-Related Share Programme, the Board
estimates that a total of 210,000 shares will be required, of which 160,000 will
be transferred to participants in the programme and 50,000 will be used to cover
the costs of the programme, mainly in the form of social security contributions.
As exchange rate fluctuations can affect the number of shares required, the
Board proposes that up to 250,000 class B shares may be acquired and transferred
to employees within the ÅF Group, and that in addition it shall be possible to
transfer a portion of the total number of these shares on the NASDAQ OMX
Stockholm exchange to cover social security contributions and other costs.
The Board of Directors proposes that the Annual General Meeting resolves to
adopt PSP 2014 in accordance with the following principal guidelines:
a) Approximately 160 key employees in in the ÅF Group, with reservation to what
is said in section c) below, will be offered the opportunity to participate in
PSP 2014.
b) Employees who participate in PSP 2014 may, during the 12-month period from
the implementation of the programme, save an amount equivalent to a maximum of
5 percent of their gross salary for the purchase of the company's class B shares
on the NASDAQ OMX Stockholm exchange. If the employee retains the shares
purchased for three years after the date of respective investment opportunity
and if the employee has been continuously employed by the ÅF Group during the
entire three-year period, the employee will be entitled to the corresponding
number of class B shares, free of consideration.
In addition to the direct matching described above, the participants will be
offered performance-matching, if the performance goals pursuant to section d)
are met, in accordance with the following:
* Circa 150 business area managers, section managers and certain specialists
may receive performance-matching corresponding to four shares for each saved
share.
* Circa 10 employees in the ÅF Group management may receive performance-
matching corresponding to five shares for each saved share.
* The CEO may receive performance-matching corresponding to six shares for
each saved share.
c) Prerequisites to participate in PSP 2014 are that such participation may
lawfully be carried out and that such participation, in the company's opinion,
entails reasonable administrative costs and economical efforts. The Board of
Directors may establish an alternative incentive programme for employees in
countries where participation in PSP 2014 is not convenient. Such alternative
incentive programme shall, as far as reasonable possible, be arranged on
equivalent terms as PSP 2014.
d) The conditions for performance-matching for key employees are the following.
The mean annual increase in earnings per share (EPS) for the ÅF share during the
period 1 July 2014 up to and including 30 June 2017 shall be at least 5 percent.
The base value for the calculation of the increase in EPS is constituted from
the EPS values for the third and fourth quarter of 2013 and the first and second
quarter of 2014. The maximum number of performance-matched shares (i.e. four to
six shares) will be vested if the mean annual increase in EPS is equal to or in
excess of 15 percent. No vesting of performance-matched shares will be made if
the mean annual increase in EPS is less than 5 percent. Matching of shares in
the event of a mean annual increase in EPS between 5 and 15 percent will be made
on a straight-line basis.
The Board of Directors may adjust the performance goals for significant
occurrences of one-off character, which affect the ÅF Group's business, the
number of total shares in the company or which otherwise have an effect on the
possibilities to reach the performance goals.
e) Before the number of performance shares to be matched is finally settled, the
Board of Directors shall establish whether the performance-matching is
reasonable in relation to the company's financial results and standing and the
situation on the stock market and otherwise, and, if the Board of Directors
finds that so is not the case, decide to reduce the number of performance shares
to be matched to the lower amount of shares that the Board of Directors finds
suitable.
Costs
The overall effect on the income statement is estimated to total approximately
SEK 48 million, unevenly divided over the years 2014 - 2017. The costs shall be
seen in relation to total personnel costs for ÅF, which in 2013 amounted to SEK
4,460 million including social security contributions. The calculations are
based on the assumption that the shares made available under the terms of PSP
2014 will be fully subscribed.
The compensational costs, corresponding to the value of the matching shares
transferred to employees, are calculated to approximately SEK 37 million. The
compensational costs are allocated over the programme's duration 2014 - 2017.
Administrative costs are calculated to a maximum of SEK 400,000.
Dilution and impact on financial ratios
There are 39,102,485 shares in the company. As of 1 March 2014 the company held
384,014 shares to cover future matching costs. It is estimated that
approximately 210,000 class B shares are required to implement PSP 2014,
corresponding to 0.5 percent of the total amount of shares and 0.4 percent of
the total amount of votes in the company.
Out of the estimated 210,000 class B shares required for PSP 2014, approximately
160,000 shares will be transferred free of charge to employees, causing a 0.5
percent dilution of earnings per share. The approximated 50,000 shares to be
sold on the NASDAQ OMX Stockholm exchange to cover social security contributions
will however not cause a dilution of earnings per share as they are sold at
prevailing market prices.
Authorisation to acquire and transfer the company's shares
To carry out PSP 2014, it is proposed that the Board of Directors is authorised
to make purchases and transfers of the company's class B shares on one or more
occasions before the 2015 Annual General Meeting. Purchases may only be made on
the NASDAQ OMX Stockholm exchange and at a price within the current registered
price range on the purchase date. A maximum of 250,000 class B shares may be
purchased to transfer to the participants of PSP 2014 and to cover related
costs.
The authorisation also extends to the right to acquire or transfer a larger
number of shares as a consequence of a share split, new issue or similar
measures. The numbers of shares above have been calculated to allow for the fact
that changes in exchange rates may affect the number of shares included in the
programmes.
Item 16 - Proposal for a resolution authorising the Board to acquire and
transfer the company's shares
The aim of the proposed buy-back mandate as described in (a) and (b) below is to
give the Board greater freedom of action related to the company's capital
structure and to enable the company to secure ÅF's commitments with regard to
the Performance-Related Share Programmes already approved.
Buy-backs are to be controlled in such a way that the company's own holding does
not exceed one tenth (1/10) of the total number of shares in the company.
Item 16a - Resolution to give the board greater freedom of action related to
the company's capital structure
The Board of Directors proposes that the Annual General Meeting grant the Board
a mandate to make decisions during the period up to the next Annual General
Meeting related to purchases of the company's shares on the NASDAQ OMX Stockholm
exchange or via offers made to shareholders.
Item 16a - Resolution to enable the company to transfer shares to employees
with regard to already decided performance-related share programmes
The Board also proposes that the Board be granted a mandate to make further
purchases/transfers of the company's class B shares sales on one or more
occasions before the 2015 Annual General Meeting for the implementation of the
Performance-Related Share Programmes approved by the Annual General Meetings
2010, 2011 and 2013. Purchases may be made only on the NASDAQ OMX Stockholm
exchange and at a price within the current registered price range on the
purchase date. A maximum of 140,000 class B shares may be transferred to
participants in the Performance-Related Share Programmes for 2010-2013. In
addition, the company shall have the right to transfer on the NASDAQ OMX
Stockholm exchange before the 2014 Annual General Meeting a maximum of 50,000
shares from its holding in order to cover certain expenditures for the
programme, primarily social security contributions.
The mandate above also extends to the right to acquire or transfer a larger
number of shares as a consequence of a share split, new issue or similar
measures, such as the proposal under item 14 on the agenda. The numbers of
shares above have been calculated to allow for the fact that changes in exchange
rates may affect the number of shares included in the programmes.
Item 17 - Resolution authorising the Board to make a new issue of shares
The Board of Directors proposes that the Annual General Meeting grant the Board
a mandate to issue new class B shares on one or more occasions before the next
Annual General Meeting. Payment for new shares may be in capital contributed in
kind or, with preferential rights for shareholders, against cash. The purpose of
such an issue is to increase share capital by issuing shares on market terms.
However, the maximum number of new shares issued must not exceed 3,000,000,
which corresponds to an increase of a maximum of SEK 15,000,000 in the company's
share capital.
The mandate above also extends to the right to issue a larger number of shares
as a consequence of a share split, new issue or similar measures, such as the
proposal under item 14 on the agenda.
Shares and votes
ÅF's share capital totals SEK 195,512,425 and comprises a total of 39,102,485
shares, of which 1,608,876 are class A shares and 37,493,609 are class B shares,
corresponding to a total of 53,582,369 votes. Class A shares entitle the holder
to 10 votes per share. Class B shares entitle the holder to one vote per share.
At the time when this invitation to the Annual General Meeting was issued, ÅF AB
held 373,214 of the company's own class B shares, corresponding to 373,214 votes
for which there can be no representation at the Annual General Meeting.
Majority rules
The resolutions on authorisation in accordance with items 15 and 16a on the
agenda require that at least two thirds of the votes cast as well as the shares
represented at the Annual General Meeting approve the proposals. A valid
resolution in accordance with item 16b on the agenda requires that at least nine
tenths of the votes cast as well as the shares represented at the Annual General
Meeting approve the proposal.
Information to the Annual General Meeting
The Board of Directors of the company and the CEO shall, if requested to do so
by a shareholder and on condition that the Board considers that such a request
can be met without any significant adverse effects on the company, provide
information about circumstances that may affect the assessment of an item on the
agenda, or of the financial situation of the company or one of the company's
subsidiaries, and/or of the company's relationship to another Group company.
Shareholders who wish to do so may submit their questions in advance to ÅF AB,
Annual General Meeting, SE-169 99 Stockholm, Sweden.
Further information
The full texts of the proposals of the Board of Directors with regard to the
resolutions above, together with a statement from the Board of Directors with
regard to the proposals concerning the shareholders' dividend and buy-backs of
the company's own shares will be available at the company's headquarters
(visiting address: Frösundaleden 2, Solna, Sweden) from 14 April 2014 and will
also be posted on the company's website www.afconsult.com. Shareholders who wish
to avail themselves of these documents may apply to the company to have the
material sent to them by post or e-mail.
Stockholm, March 2014
ÅF AB (publ)
Board of Directors
This English version is a translation of the Swedish original. The Swedish text
is the binding version and shall prevail in the event of any discrepancies.
The ÅF Group is a leader in technical consulting, with expertise founded on more
than a century of experience. We offer highly qualified services and solutions
for industrial processes, infrastructure projects and the development of
products and IT systems. The ÅF Group has currently 7,000 employees. Our base is
in Europe, but our business and our clients are found all over the world.
