Clas Ohlson’s supreme governing body is the Annual General Meeting, where every shareholder has a right to participate, either in person or by proxy via power of attorney.
The AGM can decide on all matters which according to law or the Company's Articles of Association do not fall under the exclusive competence area of another company body.
The AGM elects the Company's board and the Chairman of the Board and resolves the remuneration to the Board members and to the members of the Board committees. The AGM also elects the Company's auditors and decides on the auditors' fees. The AGM's duties include, among other things, adopting the Company's balance sheets and income statements, deciding and appropriating the result of the Company's business, and deciding on whether to grant discharge of liability to the members of the Board of Directors and the CEO. Further, the AGM decides on increases or decreases in share capital, and amendments to the Company's Articles of Association. Further, the AGM sets the guidelines that shall apply in relation to remuneration and other terms of employment for the Company's management.
At the AGM, every shareholder, as a main rule, has the right to vote for all of his/her shares. Decisions by the AGM are made by simple majority of available votes. However, to protect the interests of small shareholders, certain decisions must be made by a qualified majority of the available votes and shares represented at the meeting. In addition, as a general minority protection rule, the AGM may not make decisions that can improperly benefit certain shareholders over others, to the detriment of the Company or other shareholders.
Annual General Meeting is held in the Distribution Centre in Insjön.