VEVEY, Switzerland – 2,708 shareholders attended the Nestlé S.A. Annual General Meeting today in Lausanne. They represented 47.26 percent of the capital and 66.31 percent of the shares entitled to vote.
The annual report and the accounts were approved and the shareholders agreed to the release of the Board of Directors and the Management. The Nestlé Compensation Report was accepted in a separate advisory vote, in line with the Swiss Code of Best Practice for Corporate Governance.
The shareholders further approved the proposed dividend of CHF 2.15 per share.
Lastly, the shareholders approved the amendment of the Articles of Association, revised in line with new legal requirements for listed Swiss companies.
All proposals of the Board of Directors were approved with strong majorities.
In line with new legal requirements for listed Swiss companies, the shareholders elected each member of the Board of Directors individually, for a term of office until the end of the next Annual General Meeting.
Jean-Pierre Meyers was not standing for re-election. The Board thanked him for his highly appreciated services provided to Nestlé over the past 23 years.
Furthermore, the shareholders elected Peter Brabeck-Letmathe as Chairman of the Board of Directors and elected each member of the Compensation Committee individually.
In his address to the meeting, Nestlé Chairman Peter Brabeck-Letmathe highlighted the consequences of the “Minder Initiative” on the governance of Swiss companies.
These include the increased influence of shareholders, in particular in relation to compensation, and the greater accountability of the Chairman and the members of the Compensation Committee, who are now elected directly by shareholders.
Other consequences, however, were unintended, such as the transfer of power from Boards of Directors with a strong Swiss presence to more international shareholders and proxy advisers.
“In our case, almost two-thirds of our shares with voting rights are held by persons who are domiciled outside Switzerland. Therefore, for most of the Swiss multinationals, the new legislation will mean a not insignificant transfer of power abroad”, he said.
Turning to the prospects for the Swiss economy over the medium term following other recent political decisions in Switzerland, notably the adoption of the initiative on immigration by the Swiss population, Mr Brabeck-Letmathe said that “in the past, the economic and governance model of Switzerland ensured levels of prosperity and stability that were envied throughout the world. (…) Naturally, we respect the decision of the Swiss population.
Personally, I do not believe that the result of the ballot on 9 February was a vote against the bilateral agreements with the European Union or against the opening up of Switzerland, but rather a wake-up call that this openness was being abused, which had not been sufficiently recognised and tackled by politicians.”
Nestlé’s employees in Switzerland come from more than 90 countries and almost 80% of its production in the country is exported. Barrier-free access to the European market and the ability to recruit without restriction are vital for its industrial activities in this country.
Mr Brabeck-Letmathe presented 2013 as an important year in terms of strategic development for the company.
Building on Nestlé’s historical competences in nutrition, health and wellness, the company will expand its activities to include the specialised area of medical skin care.
A new entity, Nestlé Skin Health, will be created, integrating the company Galderma. This will form, with Nestlé Health Science, a new growth platform for the Group.
Nestlé first-quarter sales
Nestlé S.A. is announcing today (15 April 2014) its first-quarter sales for 2014.
Details for the day: 07:15 CET
Press release (English, French and German)
Investor call presentation slides
08:30 CET
Investor call audio webcast hosted by Wan Ling Martello, Nestlé Chief Financial Officer (in English). Available on-demand shortly after it finishes.
Full details including dial-in numbers in Events: http://www.nestle.com/media/mediaeventscalendar/allevents/2014-first-quarter-sales
