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2014-04-10

Nestlé Annual General Meeting: Strong support from shareholders for Board proposals - Amendment of the Articles of Association following the Minder Initiative

Nestlé S.A. / Nestlé Annual General Meeting: Strong support from shareholders
for Boardproposals - Amendment of the Articles of Association following the
Minder Initiative. Processed and transmitted by NASDAQ OMX Corporate
Solutions. The issuer is solely responsible for the content of this
announcement.
This press release is also available inFrench (pdf)andGerman (pdf)

...

Vevey, 10 April 2014 - 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.

After reviewing the Group's 2013 results, Nestlé CEO Paul Bulcke again
underlined the company's ambition to be the recognised leader in nutrition,
health and wellness: "The actions we took last year reflect Nestlé's focus on
both our shorter term performance - seeking to grow faster than the market -
and the longer term - making the right decisions to ensure sustainable and
profitable growth into the future. Our company has the right mindset and
structures. We have the right action plans in place. And above all, Nestlé
has the right people. Together we pursue a common goal: to continue to make
Nestlé the world's leading Nutrition, Health and Wellness company."

For the year to come, the Board and its different Committees will be composed
as follows:

Board of Directors
Peter Brabeck-Letmathe, Paul Bulcke, Andreas Koopmann, Rolf Hänggi, Beat Hess,
Daniel Borel, Steven G. Hoch, Naïna Lal Kidwai, Titia de Lange, Jean-Pierre
Roth, Ann M. Veneman, Henri de Castries, Eva Cheng

Chairman's and Corporate Governance Committee
Peter Brabeck-Letmathe, Paul Bulcke, Andreas Koopmann, Rolf Hänggi, Beat Hess

Compensation Committee
Beat Hess, Daniel Borel, Andreas Koopmann, Jean-Pierre Roth

Nomination Committee
Andreas Koopmann, Peter Brabeck-Letmathe, Steven G. Hoch, Ann M. Veneman

Audit Committee
Rolf Hänggi, Naïna Lal Kidwai, Henri de Castries, Eva Cheng

The Chairman's and the CEO's addresses to the AGM can be found on theNestlé
corporate website.

For more information about Nestlé in Society, see our newCreating Shared Value
report.

Contacts
Media: Robin Tickle Tel.: +41 (0)21 924 22 00
Investors: Roddy Child-Villiers Tel.: +41 (0)21 924 36 22

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This announcement is distributed by NASDAQ OMX Corporate Solutions on behalf of NASDAQ OMX Corporate Solutions clients.
The issuer of this announcement warrants that they are solely responsible for the content, accuracy and originality of the information contained therein.
Source: Nestlé S.A. via Globenewswire

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