A U nique and Decentraliz ed Organiz ation with a Clear and E fectiv e Go v ernance Structure Securit as promotes mana g ement based on local responsibilit y in close pro xim it y to cus tomer s and emplo y ees This unique and decentr aliz ed or ganization encour a g es entrepreneur ship but requires a solid g o v ernance and mana g ement sys tem T o meet hig h s t andar ds of corpor ate g o v ernance Securit as has created a clear and ef fectiv e s tructure for responsibilit y and g o v ernance Securit as g o v ernance ser v es not only to protect s t ak eholder interes ts but also to ensure v alue creation Securit as has a decentr aliz ed or ganizational model that focuses on the appro ximately 1 800 br anch mana g er s who run the compan y s daily oper ations The compan y s cus tomer oferin g s impro v e when decisions are made in close pro ximit y to cus tomer s Local decisions are therefore promoted but made within a w ellcontrolled en vironment An efectiv e g o v ernance s tructure requires that all components inter act in or der to reach the set s tr ate g ic objec tiv es and that g o v ernance and risk mana g ement permeate all la y er s of the or ganization The o v er all s tructure be g ins with shareholder s and their infuence Stron g principal shareholder s pro vide consider able at tention and interes t in our business and es t ablish commitment to the success of the business Signifcant shareholder s On December 31 2012 the principal shareholder s in Securit as w ere Gus t af Doug las who throug h his family and companies in the In v es tment AB L atour Group and F or v altnin g s AB W asatornet holds 115 percent 115 of the capit al and 300 percent 300 of the v otes and M elk er Schorlin g who throug h his family and M elk er Schorlin g AB holds 56 percent 56 of the capit al and 118 percent 118 of the v otes F or more det ailed information about shareholder s see the t able on pa g e 135 Annual G ener al M eetin g All shareholder s are able to e x ercise their infuence at the Annual G ener al M eetin g which is the com pan y s hig hes t decisionmakin g body The G ener al M eetin g decides on chan g es of the Articles of Association The Articles of Association cont ain no limit ation on the number of v otes that each share holder ma y e x ercise at a shareholder s meetin g Each shareholder ma y thus v o t e f o r a l l s h a r e s h e l d at the shareholder s meetin g The Annual G ener al M eetin g of Securit as AB publ w a s h e l d o n M a y 7 2012 and the minutes are a v a i l a b l e o n S e c u r i t a s w ebpa g e where all resolutions p a s s e d c a n b e f o u n d Shareholder s representin g 6 5 5 p e r c e n t o f t h e v otes at tended either per sonally o r b y p r o x y F o r information about election and remuner ation of Boar d member s see pa g e 34 Nomination Commit tee The Nomination Commit tee is a body es t ablished b y the Annual G ener al M eetin g with the t ask of preparin g motions re gar din g the election of Boar d member s the Chairman of the Boar d and remuner ation to Boar d member s and Boar d commit tees Before each Annual G ener al M eetin g where the election of auditor s t ak es place the Nomination Commit tee also prepares motions re gar din g the election of auditor s and decisions about fees to auditor s and other related mat ter s follo win g con sult ation with the Boar d of Director s and the Audit Commit tee Gus t af Doug las w as reelected as Chairman of the Nomination Commit tee The Nomination Com mit tee is entitled to appoint one additional member to the Nomination Commit tee The Annual G ener al M eetin g 2012 resolv ed that in the e v ent that a shareholder represented on the Nomination Com mit tee ceases to be one of the ma jor shareholder s of Securit as based on v otes or if a member of the Nomination Commit tee is no lon g er emplo y ed b y such a shareholder or for an y other reason lea v es the Commit tee before the Annual G ener al M eetin g 2013 the Commit tee is entitled to appoint another represent ativ e of another ma jor shareholder to replace this member of v otin g rig hts ANNU AL GENERAL MEE TING A T TEND ANCE 20082012 08 09 10 11 12 30 000 25 000 20 000 15 000 10 000 5 000 0 NU MBER OF SHAREHOLDERS 20082012 08 09 10 11 12 100 80 60 40 20 0 NU MBER OF SHAREHOLDERS 20082012 2008 27 616 2009 31 527 2010 31 458 2011 27 011 2012 27 222 33 Securit as Annual R eport 2012 G o v ernance and mana g ement Boar d of Director s report on corpor ate g o v ernance and internal control