News release from the 2013 Annual Meeting of shareholders of G & L Beijer AB


Today, 26 April 2013, G & L Beijer AB (publ) held its Annual Meeting of
shareholders for the 2012 financial year. The Annual Meeting adopted the profit
and loss accounts and balance sheets for the Group and the parent company for
2012, The Board Members and the Managing Director were discharged from
liability.  The Annual Meeting endorsed the Board of Directors’ proposal for a
dividend of SEK 4.75 per share for the 2012 financial year and 2 May 2013 as the
record day. The dividend is expected to be remitted by Euroclear Sweden AB on 7
May 2013.

In his speech at the Annual Meeting, the Managing Director of G & L Beijer, Joen
Magnusson, gave an account of the company’s operation during 2012 and for the
first quarter of 2013.

In addition, the Annual Meeting of shareholders passed the following
resolutions:

That the lawyer Johan Sigeman is appointed as Chairman of the Annual Meeting.

That the Board of Directors shall consist of seven Board Members and no Deputy
Board Members.

That Peter Jessen Jürgensen, Anne-Marie Pålsson, Bernt Ingman, Joen Magnusson,
Philippe Delpech, Harald Link and William Striebe are re-elected as Board
Members and that Peter Jessen Jürgensen is elected as Chairman of the Board.

That the Directors’ fees shall be SEK 1,215,000. The Chairman will receive SEK
435,000 and the Board

Members who are not employed in the company or within the Carrier Group will
receive SEK 260,000 each.

That the remuneration of the Auditors will be paid in accordance with the
submitted quotation.

That the remuneration of the Auditors will be paid in accordance with the
submitted quotation.

That the registered public accounting firm, PricewaterhouseCoopers AB, Malmö, is
re-elected, with the Authorised Public Accountant, Lars Nilsson, as auditor in
charge.

That the Annual Meeting shall pass a resolution regarding rules for nomination
ahead of an Annual Meeting of shareholders, to apply until a resolution to
change the rules is passed by the Annual Meeting, substantially as follows.

The Election Committee shall consist of one representative of each of the four,
by number of votes, largest shareholders and the Chairman of the Board. If any
of the four largest shareholders refrains from appointing a Member, the right
shall pass on to the shareholder who is next in size. If a Member no longer
represents one of the four largest owners, that Member may, if the Election
Committee considers it appropriate, resign an and a substitute may be appointed
by the owner who has then become the fourth largest. The names of the four
Members and the shareholders they represent shall be announced no later than six
months prior to the Annual Meeting and shall be based on the known number of
votes on the last banking day in August the year prior to the Annual Meeting.
The Members of the Election Committee shall appoint the Chairman of the Election
Committee, who cannot be a Board Member. No special remuneration shall be paid
for the work in the Election Committee. Any changes in the composition of the
Election Committee shall be announced at once. The term of the Election
Committee continues until a new Election Committee is appointed.

That the guidelines for remuneration and other terms of employment for senior
executives are adopted as follows. By senior executive means the Managing
Director, the Chief Financial Officer, the Managing Director of G & L Beijer Ref
AB and the Chief Operating Officer of Toshiba HVAC. The remuneration shall
consist of a fixed salary, a variable salary, a pension and other remuneration
such as a company car. The total remuneration shall be on market terms and
support the interest of the shareholders by enabling the company to attract and
retain senior executives. The fixed salary is renegotiated annually and takes
into account the area of responsibility, competence, performance and experience
of the individual. The variable part of the salary is based on the outcome in
relation to set financial targets. The individual will receive a maximum amount
equivalent to six months’ salary. On the maximum outcome, the cost for the
variable salary is estimated to amount to approximately SEK 5.1M in total. The
Executive Management’s pension scheme is contribution-based. An amount
equivalent to 26 per cent of the gross is appropriated annually for the Managing
Director, and an amount not higher than 24 per cent of the gross salary is
appropriated for the other Members of the Executive Management.

Severance pay of not more than 24 months’ salary, including salary at notice,
will be paid to the Managing Director. Severance pay to the other Members of the
Executive Management varies and amounts to not more than 24 months’ salary
including salary at notice. The Executive Management can give six months’ notice
of termination. Notice of termination by the Managing Director or other senior
executives does not trigger any severance pay. The Board of Directors prepares
matters of remuneration and other terms of employment for the Executive
Management and the Board of Directors as a whole constitutes the Remuneration
Committee. The Managing Director does not participate in the work.

The Board of Directors may abandon these guidelines if there are specific
reasons for it in an individual case.

Malmö, 26 April 2013
Board of Directors
G & L Beijer AB (publ)

For further information, please contact:
Joen Magnusson, CEO
G & L Beijer AB
Telephone +46 40-35 89 00
Mobile +46 709-26 50 91

or

Jonas Lindqvist, CFO
Telephone +46 40-35 89 00

Attachments

04262531.pdf