Amg Arni Oddur

Annual General Meeting 2020

Marel’s Annual General Meeting was a hybrid meeting held virtually and at the Company’s headquarters in Gardabaer, Iceland on 18 March 2020 at 16:00 GMT. All proposals of the Board of Directors to the meeting were approved.


AGM2020 10

Board of director's report

“These extraordinary times are a stark reminder of the importance of access to safe food for everyone. Looking beyond the global pandemic, feeding the world’s growing population is one of the biggest challenges facing society today. We must find new ways to produce quality food sustainably and affordably, and do more with less. Otherwise, in the context of climate change, Earth’s limited resources and the unfathomable waste in the food value chain, the estimated seventy percent increase in demand for food over the next thirty years simply does not add up.”

- Ásthildur Otharsdóttir, Chairman

Final agenda

  1. Opening remarks. Election of Chair and Secretary of the meeting
  2. Board of Directors’ report on activities of the Company for the previous operating year
  3. CEO’s operational report
  4. Submission of the annual accounts of the Company for the preceding year for confirmation
  5. Decision on how to address the profit from the Company’s operations for the year 2019
  6. Report on the execution of the Company’s remuneration policy
  7. Proposal on the Company’s remuneration policy
  8. Decision on remuneration to the members of the Board of Directors for the year 2020
  9. Decision on remuneration of the Auditor for the preceding year of operation
  10. Board of Directors' proposals concerning amendments of the Company’s Articles of Association

10.1. Article 2.2 – Proposal to amend wording to reflect the fact that the nominal value of shares is designated in ISK, until registered share capital has been converted to EUR

10.2. Article 2.4 – Proposal to amend wording in order to further clarify the Board of Directors’ authorization to decide to register the share capital of the Company in EUR

10.3. Article 2.10 – Proposal to amend wording to clarify further the shareholders’ obligation to abide by the Articles of Association as they are at any given time

10.4. Article 4.2 – Proposal to amend wording, stating the shareholders’ right to bring an advisor to a shareholders’ meeting and that the Board of Directors have the right to attend shareholder meetings

10.5. Article 4.11 – Proposal to amend the Article so that it states that a shareholder meeting of the Company is lawful without regard to attendance if the meeting is lawfully convened

10.6. New Article 4.16 – Proposal to add a new Article stating that the Board may decide to hold a shareholders’ meeting in a different location than at the Company’s domicile

10.7. Article 4.16 – Proposal to amend the wording regarding publication methods of convocations in line with the Act respecting Public limited companies no. 2/1995

10.8. Article 4.17 – Proposal to remove the wording regarding the maximum convocation notice of four weeks

10.9. Article 4.18 – Proposal to align wording to the provision of Article 88(C) of the Act respecting Public limited companies no. 2/1995, regarding the items to be included in the convocation to a shareholder meeting

10.10. Article 4.21 – Proposal to align wording to the provision of Article 88(4) of the Act respecting Public limited companies no. 2/1995, stipulating that agenda and final proposals shall be available at the Company office for 14 days before the Annual General Meeting

10.11. Article 5.3. – Proposal to change the notice of candidature to the Board of Directors from latest five days before the shareholder meeting to no later than 14 days before the shareholder meeting

10.12.Article 5.5. – Proposal to change the disclosure time for the Company regarding information concerning Board candidates from two days before the shareholder meeting up to 10 days before the shareholder meeting

  1. Election of the Board of Directors
  2. Election of the Company’s auditors
  3. Proposal to renew authorization to the Board of Directors to purchase treasury shares of the Company
  4. Any other business lawfully presented and close of the meeting

AGM2020 06

CEO's operational report

“We enter 2020 on a strong note. Marel is in a very good competitive position, financially strong with a solid cash flow. We have seen record order intake year to date and with passion and dedication, our united Marel team is focusing on delivering the right quality at the right time although in current logistic challenges the cost will be higher.”

- Arni Oddur Thordarson, CEO

Information archive

Marel's 37th AGM

PDF (English)

PDF (Icelandic)

Press release

Recording

Website

Chairman's and CEO's report

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Minutes of the AGM

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Marel hybrid AGM due to COVID-19

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Electronic participation in the AGM

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Shareholder portal for shares listed
on Nasdaq Iceland

language Site

Convocation

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Final agenda and the proposals of
the Board of Directors

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Profiles of candidates to the Board
of Directors

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Nomination Committee
Recommendations 2020

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Remuneration policy execution

description PDF

Rules of the Board of Directors for
electronic voting

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Letter to shareholders

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Practical information for shareholders

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AGM FAQ

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Annual accounts for 2019

description PDF

Corporate governance statement

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Annual Report 2019

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