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


Today, 26 April 2012, G & L Beijer AB (publ) held its Annual Meeting of
shareholders for the 2011 financial year. The Annual Meeting adopted the profit
and loss accounts and balance sheets for 2011 and 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 9.00 per share
for the 2011 financial year and 2 May 2012 as the record day. The dividend is
expected to be remitted by Euroclear Sweden AB on 7 May 2012.

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 2011 and for the first quarter
of 2012. In addition, the Annual Meeting of shareholders passed the following
resolutions:

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

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

That the Directors’ fees shall be SEK
1,165,000. The Chairman will receive SEK 415,000 and the Board

Members who
are not employed in the company or within the Carrier Group will receive SEK
250,000 each.

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

That Peter Jessen Jürgensen, Anne
-Marie Pålsson, Bernt Ingman, Joen Magnusson, Philippe Delpech, Harald Link and
William Stribe are re-elected as Board Members. The Annual Meeting also elected
Peter Jessen Jürgensen as Chairman of the Board.

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

That the company shall have an Election Committee consisting of one
representative of each of the four largest shareholders together with the
Chairman of the Board. When the composition of the Election

Committee is
decided, the conditions on the last banking date in August 2012 shall determine
who are the largest owners by number of votes. If any of the four largest
shareholders refrains from appointing a Member, the right shall be passed on to
the owner who is next in size. The names of the Members, including the Chairman
and the shareholders who have appointed them, shall be announced as soon as
possible and not later than six months prior to the 2013 Annual Meeting of
shareholders when the following shall apply:

• The Members of the Election
Committee shall appoint the Chairman of the Election Committee who must not be a
Board Member.

• No special remuneration shall be paid for the work in the
Election Committee.

• A shareholder who has appointed a Member of the
Election Committee may remove the Member and appoint a new Member and, when
required, replace a Member who has left the Election Committee before the work
has been completed. If a Member no longer represents one of the four largest
owners, such a Member can resign, if the Election Committee finds it
appropriate, and a replacement can be appointed by the owner who has by then
become the fourth largest owner.

• Changes in the composition of the Election
Committee, if any, shall be announced as soon as they have been made.

• The
Election Committee shall work out proposals to be placed before the 2013 Annual
Meeting of share­holders for resolutions on the following matters: (a) Chairman
of the Annual Meeting of shareholders, (b) Board of Directors, (c) Chairman of
the Board, (d) Directors’ fees, (e) remuneration of the company’s auditors (f)
Auditors and (g) rules for the appointment of the Election Committee ahead of
the 2014 Annual Meeting of shareholders.

That the guidelines for the
remuneration and other terms of employment for senior executives are adopted as
follows: By senior executive is meant the Managing Director, the Chief Financial
Officer and the Managing Director of Beijer Ref AB as well as the Head of the
Toshiba HVAC operation. 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 should 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 portion of the salary is estimated to amount to SEK 4.3M in total. The
Executive Management’s pension scheme is contribution-based. An amount
equivalent to 26 per cent of the gross salary, including variable salary, is
appropriated annually for the Managing Director, and to an amount of up to 24
per cent of the gross salary, including variable salary, 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.

That a share split is carried out so that each existing share is split
into two shares of the same class. The decision means that the number of shares
is doubled and that the nominal value of the share is halved. After the share
split has been carried out, the company will have 42,478,230 shares represented
by 3,306,240 A shares and 39,171,990 B shares. The objective of the share split
is to increase the liquidity in the share. The Board of Directors will decide
that 31 May 2012 will be the date of execution for the share split at Euroclear
Sweden AB.

That the Articles of Association are amended on account of the
proposed share split proposed by the Board of Directors. The resolution means
that the limits for number of shares in Para 5 are amended so that the lowest
number of shares shall be 20,000,000 and the highest number of shares shall be
80,000,000.

The resolutions regarding a share split and an amendment to the
limits for the number of shares also include authorisation for the company’s
Managing Director to make any minor adjustments in the Annual Meeting’s
resolutions which may be necessary in connection with registration at the
Companies Registration Office or Euroclear.

Malmö, 26 April 2012
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
Mobile +46 705-90 89 04
www.beijers.com

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