Volvo 1997 Annual Report Download - page 15

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13
Board of Directors and Managem ent
Håkan Frisinger was appointed Chairman of the Board of Directors of AB Volvo
on March 19, 1997, filling the vacancy caused by the death of Bert-Olof Svanholm.
Håkan Frisinger has been a member of the Volvo Board since 1994.
Leif Johansson, former President and Chief Executive Officer of AB Electrolux,
became President and Chief Executive Officer of AB Volvo at the Annual Gene-
ral Meeting on April 23, 1997. He succeeded Sören Gyll who retired on pension
December 31, 1997.
Sten Langenius retired as Executive Vice President of AB Volvo and as member
of the Executive Committee in June 1997. In August 1997 Arne Wittlöv, formerly
President of Volvo Aero Corporation, was named the new Executive Vice Presi-
dent of AB Volvo and a member of the Executive Committee, with responsibili-
ty for technical matters, and Per Löjdquist was named a new member of the
Executive Committee, with responsibility for information and investor relations.
Fred Bodin took over as President of Volvo Aero Corporation in October. He
was succeeded by Eva Persson as Chief Legal Counsel of AB Volvo, a member of
the Group Executive Committee and Secretary to the Board.
Leif Åke Nilsson and Per-Erik Mohlin resigned their positions as members of
the Group Executive Committee, as well as their positions as Vice President-
Personnel and Executive Vice President of AB Volvo, respectively.
In December 1997 Anders Hellman became the new President of Volvo Infor-
mation Technology AB, leaving his position as President of AB Volvo Penta and
as a member of the Group Executive Committee.
Dividend proposal
The Board of Directors and the President propose that shareholders at the
Annual General Meeting approve payment of a dividend of SEK 5.00 per share,
or a total of SEK 2,208 M, for the financial year 1997. The Volvo Group is in an
expansive phase and the Board considers that the Group should be assured
financial freedom of action to be able to participate in structural changes
through acquisitions as well as product and market investments. Aquisitions in
all significant respects will occur in the commercial vehicle area. Should the
Board in a future assessment consider that the financial net assets exceed needs,
the Board will propose that the shareholders receive this surplus. In the Board´s
opinion, the best method for this is repurchase of own shares and it anticipates
that Swedish legislation will create the possibility for such an action.
The dividend for 1996 was SEK 4.30 per share, equal to a total of SEK
1,993 M. An offer to redeem shares made to the shareholders of AB Volvo was
implemented during 1997. In all, 3,546,185 Series A shares and 19,050,682
Series B shares, equal to 4.9% of the number of shares and 3.1% of the number
of voting rights, were tendered for redemption and a total of SEK 5,807 M,
equal to SEK 257 per redeemed share, was paid out. To implement the redemp-
tion procedure as efficiently as possible, the Board of Directors of AB Volvo
decided, based on authorization from the Annual General Meeting, to issue new
shares in the amount of SEK 116 M to the foundation Stiftelsen Volvoresultat
and a Special General Meeting decided to effect a bonus issue of shares in AB
Volvo through a write-up of the par value of the shares from SEK 5 to SEK 6.
Thus, the share capital was not reduced as a result of the redemption procedure.
Effective return
of the Volvo share
%
20
0
–20 1997
Other 1
Cash dividend
Change in share value
19961995
40
60
11996: Distribution of Swedish Match
1997: Redemption of shares