Expert Corporate Governance Service (ECGS)
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Etude l' AG du 15/08/2017

In general, Getinge is in compliance with the Swedish regulations relating to the organisation and procedures of an Extraordinary General Meeting.
Under ITEM 7, it is proposed to add a conversion clause, providing the opportunity to convert series A shares into series B shares, to the Company's Articles of Association. As a matter of principle, we welcome the addition of such a conversion clause. The clause is intended to facilitate the spin-off of the Company's Acute Care Therapies business ("Arjo") to its shareholders. Under the Swedish Companies Act conversion is only possible on a 1:1 basis. We recommend support.
Under ITEM 8, authority is sought to issue shares (with respecting shareholders' pre-emptive rights). In aggregate, the authorisation requested is limited to SEK 4.0 billion, corresponding to approximately 12.0% of the Company's share capital, and thereby meets our guidelines. We furthermore deem the proposal sufficiently motivated. Hence, we recommend approval.

Getinge AB B

Getinge is engaged in three business areas: Medical Systems, Extended Care and Infection Control. Medical System's product range includes surgical tables, surgical lamps, telemedicine, perfusion products, instruments for bypass operations, ventilators, anesthesia systems, synthetic vascular implants and stents. Extended Care's product range includes bathing and shower solutions, lifting equipment and mattresses for the treatment and prevention of pressure ulcers, as well as service and consulting. Infection Control's product range comprises disinfectors, sterilizers, information technology systems and related equipment, as well as service and consulting.


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