FLSmidth & Co. A/S (FLS) Earnings Call Transcript & Summary

Dear shareholders, dear guests, it's a pleasure for me to welcome you to the FLSmidth Ordinary General Meeting 2021. I am Vagn Sørensen. I'm the Chairman of the Board of the company. And before we embark on the proceedings proper, I just want to have a safety share with you. It has to do with COVID-19, and I'd like to have a picture on the screen now. Now with regards to COVID-19, we are all waiting for the vaccines. They are one of many important tools that will help us stop the pandemic. But while we're awaiting for the vaccines, we encourage everyone to continue following the recommendations in relation to safety, which means wash your hands often, when you sneeze do it in your elbow, stay at home if you have other symptoms, have frequent tests, avoid places with many people, use face masks, keep a distance, minimum 2 meters, and keep an eye on the national vaccine programs and follow national restrictions and advice in relation to COVID vaccinations. Thank you. The next thing for me to do now is to act in accordance with the articles of association. According to which the Board of Directors appoint Chairman of the meeting. And we have once again asked Mr. Claus Østergaard to act as Chairman of the meeting. But before I hand over to him, I wish to point out that besides Claus, our CEO, Thomas Schulz, is present in the Valby headquarters. Other members of Board and executive management join us via the webcast. And over to the Chairman of the meeting.

Thank you very much, and a warm welcome to the company's headquarters in Valby. As the Chairman of the Board said, this is a somewhat unusual setting. It is an entirely electronic general meeting this year, and this was decided by the Board in order to comply with the recommendations issued by the Danish government in relation to COVID-19. The authorities issued new rules last year. According to which, annual general meetings this year may be held as entirely electronic general meetings regardless of what it's says in the articles of association. So before I proceed to looking at the formal aspects, I wish to explain how we are going to deal with this. First of all, please note that when you use the Internet, there will be a certain delay. It may be 20, perhaps 30 seconds from we say something here in Valby and until it appears on the screens we use. So we will have short breaks as we move along to make sure that there's time for everyone to be able to contribute via the system. For the same reason, we will deal with more than 1 item in one go. We will deal with the first 5 items in one go. After which, we will have a break, allowing you to submit your contributions. But you can already now, if you know, you have a question or comment, submit your contribution. It's a good idea to get it, have it sent off as soon as possible, but I'll get back to how you do that. Everything set here. We'll be in Danish, translated into English. Mr. Schulz, of course, will respond in English. In which case, it will be translated into Danish. If you have technical problems, don't contact us here in this studio, but call the hotline number that is available at the bottom of your screen printed in red and which I say now, 43-58-88-94. [Operator Instructions] The chat function cannot be used anonymously. If you attend on behalf of a foundation or in another capacity, please enter your name first, so we can introduce you properly. We will have short breaks as we move along. And when you make contributions, please be as short and concise as possible. If something arrives too late, then we will try to make up for that. Contributions can only be made, and that includes votes, if you are logged in via the shareholders' portal, but I believe that most of you have already found that out. There will be a moderator table here that comes to me with your questions and contributions. If they are lengthy, I will give a summary, and questions and comments will be responded to by the management. [Operator Instructions] And now I will deal with the more formal matters I need to find out if the meeting has been duly convened and is quorate. I checked this in advance. So I will give you my conclusion shortly. But I just want to explain a bit about the rules. It follows from the articles of association section 5. And the Danish Corporation Act (sic) [ Danish Companies Act ] that general meetings must be convened by a notice of minimum 3 weeks, maximum 5 weeks. It must be done via the company's website and also by e-mails and to shareholders that have asked to receive such an e-mail. This was done on the 23rd of February this year. I confirm that the convening notice contains the information that it must contain according to the articles, and the agenda itself appears now on the screen. It contains, of course, the standard items that follow from what it says in the articles of association. And then we have 3 proposals from the Board of Directors under Item 8 and a proposal from a shareholder, AP Plus and LD foundations (sic) [ AkademikerPension and LD Fonde ] in Item 9. 8.1 and 8.2 proposals has to do with amendments to the articles of association and requires minimum 2/3 majority of the votes cast and the represented capital. All other proposals require only a simple majority, and I can tell you that from the proxies and postal votes we have received in advance, it is highly likely that everything will be carried. When we come to Item 5, the remuneration report, we have earned an advisory vote only. I'll come back to that. At the meeting today, about 40% of the share capital is represented, and that includes postal votes and proxies. 88 shareholders have signed up for attendance electronically, and 280 shareholders have issued proxies or voted in advance by post. So I find that the meeting has been duly and overly convened. It is quorate in relation to everything on the agenda. Concerning the casting of votes, we have received quite a lot of proxies and postal votes, and this means that in advance, I know that everything that's up for a vote on the agenda will be carried today. So I will not have an actual vote in relation to the items unless a shareholder requires for a full report concerning the votes cast in relation to a given item. In order to avoid too many breaks, as I said, we have divided the agenda into some main parts. The first is presentation of the items 1 to 5, which means the Board of Directors report, annual report, remuneration, distribution of profit and the remuneration report. And then we have elections, election of members to the Board, election of auditor. And then we have the 3 proposals from the Board of Directors in item 8. And the fourth part is the proposal from the shareholders, AkademikerPension and LD foundations in Item 9. I am about to hand over to the Chairman of the Board. But as I said, we will be dealing with the first items that is 1 to 5 in one go. If you have questions or contributions, please go ahead as quickly as possible. And now over to the Chairman of the Board.

Thank you very much, Claus. When I was at the podium last year, the AGM had been postponed because of the COVID-19 pandemic, so only a few people were able to be present. I hoped we could meet this year with our shareholders on normal conditions. But in the current circumstances, we've decided that we should hold the AGM fully virtually. Thank you to all of you who are participating via webcast. Now FLSmidth. We want to be the leading supplier of sustainable productivity to the global mining and cement industries. And we are already in a good position in this endeavor. We help customers increase production, lower operating costs and reduce their environmental footprint. And this is our strategic focus, and it hasn't changed regardless of the pandemic. 2020 started with a good market outlook for mining and a stable outlook for cement, but the pandemic, obviously had consequences in terms of both operations and finance. There were challenges and opportunities. For almost 140 years, we've been active globally. So we have a lot of experience with crisis management. That has been a strength. In January, we assembled teams to deal with the supply chain. So that was when the pandemic erupted in China. And then COVID-19 spread to other parts of the world. We established very quickly a crisis management team and also teams in our regions to ensure that our employees could stay safe in a changed business environment. We stepped up our focus on cash flows, liquidity and credit lines, and obviously, we have given high priority to our customers, helping them to sustain their production. Our employees have developed a tremendous job, a sterling job adapting to these changing conditions. So we have to be agile in our supply chain. We have seen that, and it has proven that the regional business structure we implemented in '18 has been -- has shown its merits. We have local sales and service staff closer to customers now, and that has helped us through the lockdowns. A more focus on digitalization has been another cornerstone in our reorganization in '18. We've seen a clear increase for our remote control solutions and digital optimizations. Because of the pandemic, there's increased global awareness on health, safety and the environment. So world's largest, most densely populated and polluted cities, they've seen weeks and months with closed factories, car-free streets. And for the first time in years, a fresh air and a clear blue sky. Actually, this is -- this has sparked fresh momentum in the battle against climate change, accelerate green energy transition and decarbonization of industry. And that's positive for FLSmidth because we are a premium supplier of solutions to the mining and cement industries. We really have a great potential to reduce the environmental footprint at the moment. Cement and minerals production combined account for about 10% of global CO2 emissions. With rising populations, a growing middle class and the transition to green energy, the demand for cement and minerals and the resulting environmental impact will decrease over the next decade. That's for sure. More sustainable future requires action in these industries. We will take the lead towards zero emission without compromising on quality or the competitiveness of our customers. Emissions from our own activities, our own operations, they call Scope 1 and Scope 2 emissions. They account for less than 1% of total emissions, Scope 3 emissions that's from our supply chain and the customers' use of our equipment, well, that's, of course, the vast majority of those emissions. So our approach to sustainability is we take responsibility for our own environmental footprint, and we want to help customers reduce theirs. We have delivered strong results in sustainability in 2020. The carbon intensity of our own operations declined from 2.6 to 2.2 tons per million kroner revenue. Our water withdrawal declined from 222,000 to 197,000 cubic meters. The number of women in managerial positions increased from 11% to 13%, and our KPI for safety improved for the seventh consecutive year. Now MissionZero. We launched that in November '19. It's going to enable our customers in cement and mining to operate without emissions in 2030. 96% of our overall emissions come from our customers and their use of the products we deliver, Scope 3. And therefore, MissionZero is the best tool we have to help reduce global emissions. Now we reached significant milestones from our MissionZero in 2020. We launched an innovative system, clay calciner system that reduces CO2 emissions in cement production by up to 40% compared to traditional clinker production. We signed a contract to substitute coal with our alternative fuel solution, the FLSmidth HOTDISC as it's called, for 2 cement lines in Korea and in Turkey, we're also building up a HOTDISC dissolution for a new cement production line that will achieve 86% substitution of fossil fuels. In addition, we started cooperating with Vietnam National Cement Corporation. We want to implement technologies that can reduce their greenhouse gas emissions and improve air quality. We are the driver in a number of research and development partnerships with customers, third parties and academic institutions throughout the world. That supports our ambition to really reduce energy consumption. We have seen an increasing demand for our solutions, tailing management system recirculates of more than 86% of process water at Hindustan Zinc Limited. That's in Rajasthan in India. And so we were our thought -- we were awarded actually another contract to deliver an integrated dry stack tailings solution to recover process water at one of their other mines in Rajasthan. Now we want to lay down science-based goals in connection -- or in accordance with the Science Based Targets initiatives. We want to bring FLSmidth one step further towards the CO2 neutrality. Our policy, we report on these risks has also been matched up against the recommendations from the Task Force on Climate Related Financial Disclosures, or TCFD, as it's call's. And as part of that, we've conducted a climate risk and opportunities analysis. We had an external adviser helping us with that in the year under review. Digitalization is really an important instrument to accelerate the journey towards zero emissions in cement and mining. Because of the pandemic, more and more customers have digitalized operations and are using remote controls systems. TITAN Cement Group. We -- as a case in point, we increased the digitalization and sustainability across all of their 17 cement plants. Early in 2020, we received an order for our BulkExpert solution from a customer in Brazil. A fully automated stockyard, 2 large iron ore shipping export terminals in the south of the country, improving throughput, quality and safety. Now innovation. The gyratory crusher we introduced the -- simply the best. We have introduced our most recent system for the cement and mining industries. We supplement it with the acquisition of KnowledgeScape, a global leader in the digital optimization solutions for the minerals processing industry. Now even if there is a demand for more digital and sustainable mine sites and cement plant, of course, we were still hard hit by the pandemic in 2020. The mining industry has been more resilient than many other industries, but certainly, there has been an impact. About 10% of the world's mines were shut down in April. But again, almost all of them have restarted production, and most of them are now running at a high a level. Under normal circumstances, this would mean that we had good conditions for our service activities, but you know that travel restriction is limited access. So still, it is limited how much we can do in terms of technical services on our customers plant. On the positive side, commodity prices have rebounded strongly following a sharp decline earlier in the year. So most prices are higher than the level before the pandemic. Mining companies generate good cash flow, and the fundamentals are healthy. But still, they postpone large mining investments because of uncertainty in the pandemic situation, and also environmental and other regulatory approvals take longer time at the moment. And in the longer term, the switch to green energy and electricity-driven transport will increase the need for copper and battery metals. So the mines will have to produce that to meet the demand. The cement industry, hard hit by travel restrictions and restricted access. Customers deferred noncritical investments because of the uncertainty in the market and lower production volumes. So again, there was a reduced demand for spares. About 20% of the world's cement plants outside China shut down in April. But again, we are now back at more than 95%. They're back in operation. But again, many of them run at reduced capacity. Customers in the cement industry want to see a better cash flow before they can ramp up investment. The cement market has clear overcapacity. We do not expect any short- to medium-term recovery there. And that's why we continue to adapt our Cement business. Large economic stimulus packages, combined with increasing focus on lower-carbon cement, will create good opportunities in the medium to long term, but the timing and extent of an overall rebound, well, they're uncertain. It is clear cement industries, they have to make considerable investments to reach the goals for reductions of emissions. There is this Global Cement and Concrete Association and the European Cement Association. And they have committed to carbon neutrality. We are a leading supplier. We are leading in the industry. We have process knowledge. So we're in a strong position to benefit from this development. Now with the high uncertainty, we suspended our guidance in March. In April and May, a number of our customers shut down plants temporarily or restricted access to their facilities because of guidelines from local authorities or their own safety precautions. So our global supply chain and local mobility restrictions, access to customer sites. Everything was affected because of the restrictions on mobility. In the summer, there was an improvement in some regions but deterioration elsewhere. But again, we came back with a guidance in August, and we made the assumption that the business environment would gradually improve for the remainder of the year. But unfortunately, that did not happen. So unfortunately, we had to let more than 1,700 colleagues go because of the difficult conditions in cement and a changed way of doing business due to the pandemic. We ended the year, however, within our restated 2020 guidance. Our financial results in 2020 were negatively affected by the pandemic and the rapidly deteriorating business environment that affected order intake, revenue and EBITA. Despite the difficult conditions, we actually secured 4 large orders, and we reached a book-to-bill of 113% for the year under review. Our organic order intake was on par with the '19 in the mining, and there was a decline in cement. Revenue 2020 declined by 20% to DKK 16.4 billion. Organic growth minus 16%. Service accounted for 60% of revenue. The sale of projects and products was then 40%. The decline in revenue was mainly in cement, as I mentioned, affected both by the pandemic and the low order backlog going into the year. We've carried out initiatives to adjust our cost base accordingly. But in some countries, we have really been able to do adjustments because of local restrictions related to COVID-19. And mobility restrictions once again have restricted our possibility of using our global service technicians, so logistics have been more complex and costly for us. Even our Minerals business was also affected to some extent, it was still rather resilient. The strong decline, obviously, in cement had a major impact on profitability. We've seen a strong correlation between the pandemic and the business level in mining and cement. So our EBITA for the group as a whole decreased by 54% to DKK 771 million in 2020, and the EBITA margin ended the year at 4.7%, whereas in '19, it was 8.1%. EBITA includes implementation costs for the business improvement program. That was DKK 152 million and costs related to reshaping the Cement business that was DKK 40 million. Because of lower earnings and the higher effective tax rate, the profit for the year decreased from DKK 776 million in '19 to DKK 205 million in the year under review. Our return on capital employed fell from 10.9% in '19 to 5.1% in '20. And again, the lower EBITA for the year was the reason for that. Due to the lower level of activity and our focus on cash flows, the net working capital fell from 13.3% to 10.7% of revenue, while the free cash flow more than doubled to DKK 1 billion in 2020, DKK 1 billion. So the impressive cash flow performance was very much due to the fact that our employees were able to collect receivables. Now despite the difficult market conditions, the order intake in mining increased by 6% to DKK 12.8 billion, the order intake was up 13% organically because in the first quarter 2020. We are successful entering the Eastern European market, securing large orders there for DKK 2.4 million -- DKK 2.4 billion. Mining in 2020, accounted for 65% of the consolidated revenue, service was 63%, projects and products were 37% of the revenue in that segment. The revenue from mining fell by 13% to DKK 10.6 billion in 2020 while the organic decrease in revenue was 7%. Despite good underlying conditions in the mining industry, the level of activity was impacted by restricted access to customer mining sites because of the pandemic. EBITA in mining declined by 24% to DKK 888 million while the EBITA margin fell from 9.6% in '19 to 8.4% in 2020. Order intake in cement was clearly impacted by the pandemic and by general overcapacity in the cement industry. It declined by 24% to DDK 5.7 billion in 2020. Cement producers postponed noncritical investments and many plants ran at low output volume. Cement accounted for 35% of consolidated revenue in 2020. Service contributed 55%, while projects and products contributed 45% of segment revenue. Cement revenue was down by 31% to DKK 5.8 billion, mainly due to reduced project sales and the low order backlog going into the year, but also due to a severe negative impact from the pandemic. Due to the sharp decline in revenue and due to costs related to business improvement activities, the Cement business incurred an EBITA loss for 2020 of DKK 118 million with an EBITA margin of minus 2%. During 2020, we implemented and launched a number of initiatives to reshape the Cement business to align it to the lower revenue. These initiatives will continue in 2021, and I'd like to explain what they entail. First of all, in the course of 2020, we executed our group business improvement program through -- and this included site consolidation, improved logistical setup and head count reductions. The program was completed by the end of third quarter, producing an EBITA improvement run rate of DKK 150 million annually. Effective from the 1st of January this year, we merged 2 of our smaller regions Sub-Saharan Africa and the Middle East and the subcontinental part of India to further reduce costs and complexity. To further address the challenging cement market, we took additional steps in 2020 to increase outsourcing, simplify the Cement business and adjust the cost structure to improve profitability. In December, we divested our noncore fabric filter and pneumatic conveying systems businesses as a step towards simplifying the Cement business. As I've already mentioned, the initiative to reshape our Cement business continues in 2021. We're in a challenging situation right now. We have to manage 2 industries, mining and cement, with highly diverging end markets. And therefore, we will continue to strengthen our 2 industries while at the same time, staying focused on leveraging synergies and ensuring clear capital allocation in order to capture growth opportunities and maximize value creation within both businesses. And at the same time, we are considering acquisitions to strengthen our offerings, particularly in mining and within the areas of sustainability and digitization whether and when acquisitions may materialize is subject to high uncertainty. Thanks to a strong focus on cash flows and a sharp reduction of working capital, the group's net interest-bearing debt declined by DKK 0.7 billion to DKK 1.8 billion in 2020. Nevertheless, financial gearing increased to 1.6 in 2020 from 1.2 in 2019 due to the drop in EBITDA. The financial gearing remains below our internal long-term -- remains below our internal long-term maximum threshold of 2x NIBD to EBITDA. Despite the profit for the year, equity at the end of 2020 was down by DKK 0.7 billion to DKK 8.1 billion due to currency effects. The equity ratio increased from 37% in 2019 to 40% in 2020 and remains well above the long-term minimum target of 30%. Based on the financial results for 2020 and the current financial situation and ongoing negotiations regarding potential acquisitions, the Board of Directors proposes a dividend of DKK 2 per share for a total payout of DKK 103 million and a dividend yield of 0.9%. The payout ratio of 50% is in keeping with our targeted payout ratio of 30% to 50%. With continued high COVID-19 infection rates and lockdowns in many parts of the world, market uncertainty remains high. The ongoing vaccination programs provide a likely path towards normalization. But it's difficult to predict when and how fast this will support our business. We are guiding for group revenue of between DKK 15.5 billion and DKK 17 billion and a group EBITA margin of 5% to 6%. This builds upon different expected developments in the 2 businesses, mining and cement, and the continued impact of the pandemic in the first half of 2021. The outlook for the mining industry remains positive. We expect the mining business to grow both revenue and EBITA in the second half of 2021. And as COVID-19 restrictions will expectedly begin to ease, we expect the EBITA margin for mining to be in the high single digits. The outlook for the cement industry remains impacted by overcapacity and no signs of improvement. The Cement business revenue is expected to decline further in 2021. And as a consequence, initiatives to reshape the Cement business will continue during the year. Due to continued cement reshaping costs and low capacity utilization in the service business, the Cement business is not expected to be EBITA positive in 2021. In recent years, cement industry dynamics have diverged from those of the mining industry. Whereas fundamentals for the mining industry remain positive, overcapacity in the cement industry has put the returns on the cement producers under pressure, and the effect has been further accelerated by the ongoing pandemic. The structural changes in the cement industry along with the pandemic, have increased uncertainty around our mid- and long-term target levels and the timing for achieving these targets. Consequently, we decided on 10th of February this year to withdraw these targets. Targets for our capital structure including the financial gearing, equity ratio and the dividend policy remain unchanged. We will resume communication on the longer-term prospects for our Mining and Cement businesses when we had sufficient visibility. In 2020, a number of changes were made to our group executive management. Mikko Tepponen joined FLSmidth as Chief Digital Officers and member of the group executive management effective from June 2020. He brings proven experience in driving transformation journeys in other large industries, including Wärtsilä and Outotec. He has developed a strong track record of deploying digital solutions as an enabler for more sustainable and resource-efficient practices. Roland M. Andersen joined us in July 2020 as Group CFO. He's also a member of the group executive management. He brings 25 years of solid experience and competencies from his time as CFO with public as well as private equity-owned companies including Torm, Telenor, A.P. Moller – Maersk. And most recently, NKT, where he played a key role in leading the company through strategic transformation and acted as interim CEO for period of time. Asger Lauritsen, Chief Procurement Officer, joined the group executive management team in August 2020 for the past 4 years, he's been responsible for our global supply chain, which includes both our own factories and external suppliers. Before he joined FLSmidth in 2016, Asger had an accomplished international career within operations, procurement and supply chain in senior leadership roles at Norden, Maersk Line, DISA and Rosti. Jan Kjaersgaard has decided to leave FLSmidth for personal reasons. He joined us in March 2018 as President of the Product Company division. In July 2018, he was appointed President of the Cement Industry, where he had an instrumental role in establishing the operating model for our Cement business. Effective from November 2020, Carsten Riisberg Lund was appointed new Cement Industry President and member of group executive management. Carsten has been with us for the past 33 years in various roles, most recently as President of Region Europe, North Africa and Russia. He has also headed FLSmidth's former Material Handling division and spent 3 years as Managing Director in India. Mikko Keto joined us as Mining Industry President and member of the executive management, effective from January 2021. He joins us from Metso where he's been working for the past 10 years, the last 2 years as President of Mineral Services and Pumps. He delivered growth in services, along with profitability improvement and also served as a member of the company's executive team. Mikko's appointment follows, of course, Manfred Schaffer's decision to retire after a huge contribution to FLSmidth's Mining businesses since 2014. To ensure a smooth transition, Manfred has kindly offered to stay with us as an adviser for a period of time. In accordance with the recommendations of the committee on good corporate governance, I'd like to review and briefly comment on the remuneration of Executive Manager and Board of Directors. First of all, I'd like to confirm that there were no deviations in 2020 from the general remuneration guidelines adopted by the shareholders in general meetings. The group executive management comprising the CEO, the CFO and the interim member registered with the Danish business authorities was a total of DKK 18.6 million in 2020 compared to DKK 25.2 million the year before. The decline was partly due to the severe impact of the pandemic on the financial results for 2020, and thus also the fulfillment of targets, and also that the 2019 remuneration included a severance package of DKK 9 million paid to the former CFO. In 2020, no adjustments were made to the base salaries of the group of executive management. Under the short-term incentive program, there will be no payout relating to the financial targets of order intake, EBITA and cash flows from operations. They account for 80% of the program. There may be payouts in relation to the individual KPIs, which account for 20% of the program, but payout will be reduced by 50% according to a program modifier. In 2020, the group executive management received payout for the long-term incentive program for the period 2017 to 2019 at slightly above the target level of 75%. No payout is expected for 2 of the 3 active long-term incentive program. The financial KPIs for the group executive management's performance-based remuneration in 2021 will relate to order intake, earnings margin and cash flows from operating activities. In continuation of the release of the annual report for 2020 and in line with previous years, the Board of Directors expect to grant conditional shares to a limited number of people comprising the group executive management and key employees. A new feature of the 2021 LTIP program will be targets relating directly to the company's sustainability ambitions. Vesting, granting will be conditional on the achievement of targets relating to the EBITA margin, total shareholder return and MissionZero. The total remuneration to the Board of Directors amounted to DKK 6.4 million in 2020. This was unchanged from the year before. The Board proposes that the remuneration to the members of the Board of Directors to 2021 remain unchanged. In conclusion, I'd like to thank the executive management and the Board of Directors for good collaboration. I'd also like to thank our shareholders for their support. And I'd like also to take this opportunity to welcome the many new private investors who joined us in FLSmidth in 2020. Naturally, the biggest thank you goes to the group's employees who have shown such a fantastic ability to adapt in a year when the pandemic really put us all to the test. Any crisis will be both bring both challenges and opportunities, the current health care and financial crisis is no exception, and we'll do everything in our power to seize the opportunities that may arise. Thank you.

Thank you very much. That was the report from the Board of Directors. It was actually a review of the first 5 items on the agenda for today. Item 1, the Board of Directors' report. Item 2, presentation of the audited annual report for the under reviewed. 3, approval of the Board of Directors fees. You heard that there was a provisional approval for 2020 last year, and it is proposed to approve that finally now without any changes for 2020. It is based on a base fee of DKK 450,000, twice that amount to the Vice Chair and 3x that amount to the Chair. And then there are separate fees for membership of the various committees as described in the convening notice to the AGM. And the second part that has to do with that fees, with fees as the provisional decision concerning 2021. As the Chair mentioned, the Board is proposing an unchanged fee for the Board in '21. So unchanged '20 and unchanged in '21. The fee for '21 will then be presented to the AGM next year for final approval. The fourth item on the agenda that we've heard about is the appropriation of profits. As you heard, the Board is proposing a dividend of DKK 2 per share. And the fifth point, we've also heard about that was the remuneration report from advisory vote. There's a new thing in legislation. Companies now must present a remuneration report. And this year is the first year where it has to be presented to the AGM. It's the same in all companies. And the vote is advisory. So if it is voted down, you do not reduce fees that were paid out, but then next year, you have to explain what you have done in that connection. So now is the time when our shareholders can give comments and queries.

We have received a couple. I'll take you through those first, and then there'll be a 2-minute break so that others can write if they want to. As I've said a number of times, do not wait if you have something you want to say, do it now. The first intervention here is Leif Gundtoft. He is the Chair of the FLSmidth Staff Association. I'll read it out first, the shareholder meeting. Dear Board and management, dear shareholders. I am the Chair of the Staff Association for the FLSmidth employees in Denmark. So it is my privilege that this contribution will be read out at the AGM on behalf of my colleagues. We're all tired of talking about COVID-19. But still, I have to mention it. Last year, when I started preparing for speaking at the AGM, the world was so different from what we have today, but then we had the lockdowns because of COVID and the AGM became virtual and was somewhat shorter. The full year later, we have yet another virtual AGM. The government has introduced a ban, not more than 5 people indoors. And we did all work from home. It's been new. It's been scary really. But after a year with big and small restrictions, we have seen that working from home has shown that we can be flexible as employees, as colleagues, as Danish and others. We've all been surprised. I think it's gone quite well working from home. And I do believe and hope to a certain extent that homework is here to stay. But I do believe that I speak on behalf of all my colleagues who are working from home, when I say that it will be wonderful to come back and meet your colleagues in the real world. I think many of us missed the physical contact with customers and suppliers. There's something missing there. Last year, when I prepared my speech to the AGM, I study these speeches that are former Chair Claus Østergaard and his predecessor, [indiscernible], and the speeches they've held over the last 15 years. Many of those have had to do with adaptations of rightsizing and other measures that we've had to say goodbye to many good colleagues. This time around, too, we've had to take it by to many good loyal colleagues. It is a challenge for all of us to adapt to the changes that are necessary in order to work both as a company and as people. Fortunately, we have many good, decent colleagues who can and will support each other and take on the extra or new tasks that are a consequence of these layoffs. FLSmidth has been here for many years. It's a Danish company with strong proud traditions. In addition to technical innovation, the excellence that are characterized FLSmidth for many years, decency has also been an important element in our values and the way we understand ourselves. We're expected to behave decently as a company, as employee and as part of the world that's around us. We do that by cooperating, respecting differences and be at the forefront of changes, both social, financial and technical changes. The world around us changes, too, so we also need to adapt and change. MissionZero, as a case in part, FLSmidth addresses sustainability here with ambitious goals. It's a great joy to see that we take responsibility for being part of the solution to the problems the world is facing. As employees, we look forward to being part of this new initiative. And we -- still, we expect us to hold on to our traditions and corporate values. The Staff Association is pleased to represent all employees in Denmark. We've done that for 7 to 6 years now, a bit of an accomplishment. We celebrated the 75th anniversary on the 11th of June last year, but obviously, the event was reduced because of COVID-19. But now we're looking forward to the 100 years in 2045. Now there's no doubt that when we get beyond the COVID-19 crisis, our everyday life will be different, like in the person have been taken in. It does take time to recover society. Our customers, our company need time to reduce the normality because -- and maybe normality will be slightly different. But I'm sure FLSmidth as a company, as a workplace, and the market leader will cope with the challenges involved in these major changes. On behalf of the employees, I wish FLSmidth a safe, sustainable and successful year. Thank you very much. So that was the presentation. Over to the chair of the Board, Vagn Sørensen, who will comment on it, you have the floor.

Thank you very much for this contribution. And life is also going to be -- one of the annual Board members of FLSmidth elected by the employees. I'm looking forward to cooperating with you there and looking forward to contributing -- continuing the good cooperation we've always had with the Staff Association. It is very important for us. It's really a precondition to have this good cooperation has been very much to our benefit through all the adaptations and adjustments we've had. Thank you. I look forward to cooperation going forward. Thank you very much. At this time, there are no further questions. So we will now have a short break, 2 minutes maybe so that those that have something to say, can write, and then we'll come back to the formal adoption and then move on to Item 6. A short break, 2-minute break. [Break]

Welcome back. Welcome back to the AGM of FLSmidth. I have not received any further questions or comments when we had this short break. So I'm going to conclude that the first 5 items on the agenda have been adopted. We've taken note of the report and the other points have been adopted. It brings us to item 6, that's the election of members of the Board of Directors. Article 12 of the articles of association says it must be between 5 and 8 members of the Board elected for 1 year until next year's AGM. And obviously, then there are the members elected by the employees. There are 6 members at the moment elected by the AGM, and the Board is proposing reelection of all 6 members: Vagn Ove Sørensen, Tom Knutzen, Richard Robinson Smith, Anne Louise Eberhard, Gillian Dawn Winckler and Thrasyvoulos Moraitis. Now Appendix 2 to the convening notice has the further information about their other positions. I'm not going to read those out. So I just refer to that Appendix 2. I'll come back to items 6 in a little while. Item 7. That's the question of the election of an auditor. The auditor is also elected for 1 year at a time and according with Article 16 of the articles of association. The Audit Committee has recommended reelection of Ernst & Young, approved audit partnership, and the Board of Directors is proposing that. And as is requested under audit legislation, I must tell you, the Audit Committee has informed the Board of Directors that it has not been influenced by any third party, or subject to any agreement with any third party that could restrict the general meetings, election of specific auditors or audit firms. I have not had received any comments or other candidates. So basically, there will be not be a contested election. But obviously, we must give shareholders the possibility to comment. So we will have another 2-minute break. See you on a little while. [Break]

Welcome back to the AGM. I have not received any other nominations during the break for the Board of Directors or to be the auditor of the company. And that is why my conclusion is that the Board has been reelected for a period of 1 year. The same applies to the auditor. Congratulations and all the best. This brings us to the next item, which is item 8, proposals from the Board of Directors. And here, we have 3 different proposals. The first one is 8.1 which is a standard item, under which the Board already has an authorization to increase the company's share capital, but we can already grant social authorization for a period of 5 years, and that's why there is a prolongation every year by 1 year. And the proposal is to allow the existing authorization to expire, not in '25, but in '26. And you have the full wording in the convening notice, I will not bore you with reading it out now. Then we have 8.2, which is a proposal to grant authority to the Board of Directors to decide to hold general meetings partially or fully by electronic means. This is, of course, a result of the situation we are in right now. We have a general meeting that is fully electronic today, but that's only because of the emergency act that was passed by the Danish parliament in late 2020. But many AGMs of listed companies this year have had this proposal. But the intention is, of course, in future to have AGMs with the possibility of physical attendance. So this is an emergency measure. The third proposal under 8 is 8.3, another standard authorization every year, practically all listed companies ask for authorization to acquire treasury shares usually within a limit of 10% and at a price, that should not deviate by more than 10% from the listed price, and this is for the period until next year's AGM. The maximum period for which you can grant such an authorization is 5 years. Again, I'd like to allow time for shareholders to contribute with questions or comments. So before I tell you that these proposals have been adopted, and they will be adopted because of the number of votes already received, I'll just give shareholders the possibility of contributing. So we have a break. [Break]

Welcome back to the Annual General Meeting of FLSmidth. We have received no contributions from shareholders, so the 3 authorizations that are contained in Item 8, 8.1, 8.2 and 8.3 have been adopted with the required majority, 2/3 of the votes. Now to item 9, which is the last item on the agenda apart from any other business. We have here a contribution from shareholders' AkademikerPension and LD Fonde. And they have proposed that FLSmidth explore the possibilities of undertaking country-by-country tax reporting. And then there is the full wording of the proposal. And now I will read out another contribution. This speech is given on behalf of LD Fonde's and AkademikerPension. Together, we have invested just over DKK 100 million in FLSmidth. Generally, we are satisfied shareholders. Mining industry and cement industry have had difficult conditions for a number of years, that is reflected in the company's financial results, but we believe that FLSmidth has done what was possible in a very challenging market. The company has understood that it should protect and secure its long-term viability. So we'd like to praise the company's Board and management. This also applies to FLSmidth work in the climate field. After the introduction of MissionZero and a very promising initiation of an ambitious effort in 2019, FLSmidth is really making progress now. They are working to implement the opportunities that the company sees in the market. It's a very dedicated effort. And both in cement and mining, they focus on the customers. I think our impression has been confirmed. FLSmidth's ambition involves what we and most people consider a good practice. An approach in line with the recommendations from the Task Force on Climate-Related Financial Disclosures called TCFD. TCFD is a consistent framework for business relevant assessment and reporting on climate-related risks and opportunities. And FLSmidth is also working with Science Based Targets, responsible goals based on the Paris Accord -- Agreement. Now with our shareholder proposal about taxes that we are presenting here, we focus on another topic, important to the company and society. We really recognize what the Board has done to support here this proposal. The matter here is to examine, to what extent is possible for FLSmidth to report more details to increase transparency about its business and tax payments in each of the countries where they operate a business. We believe that transparency is the precondition for operating good business and for fair competition, and our proposal indicates an international standard for that, known as the public country-by-country reporting. The background for this is that the erosion of the tax base in many countries is a hamper on sustainable development. And secondly, a majority of the European Council after 4 or 5 years of discussions said that companies with a revenue of more than EUR 750 million now must publish numbers for the revenue and tax payment country by country. And that was an important step towards a statutory requirement. We often see Board say they're worried about more transparency because transparency can give competitors unwanted advantages. We understand that the right balance must be struck. The level of transparency must not under my competitiveness, and this balance that needs to be struck is what we are suggesting here. Relatively few companies have taken their own initiative to include country-by-country reporting in their annual reports. We believe those that have done it after being a case in point. They're at the forefront, and these are drivers of an essential development. So we believe that FLSmidth and most Danish companies will win by taking the lead here. First of all, by looking into the possibilities of whether you can increase transparency about tax payments, so we recognize the work of the Board here and its support of this proposal. We look forward to seeing the result of your examinations. Thank you very much for your attention over to the Chairman of the Board, who will comment on that proposal.

Thank you, Claus. Yes, just to say that thank you to LD Fonde and AkademikerPension for their contribution here. And thank you for the many nice words. And thank you for a good, well-motivated proposal that we support, as was mentioned. And in general, I'd like to thank you for a very good constructive dialogue that we have with you. It is a good -- it's a priority for us to have a good dialogue with shareholders, and what we have with you is certainly very good. So thank you very much.

I can say that since the Board supports the motion, and it will certainly be adopted. I can see that from the votes already cast, so we do not need the break, I believe, are to see whether any other people might want to comment. There's no one waiting on waiting with that, I think. So this proposal from LD Fonde and AkademikerPension has been duly approved. Last item on the agenda is any other business. And any other business, we can't vote on anything, but you can't have the floor if you want to. It's the last chance if you want to give a comment, if you want me to read out a comment before I close the AGM. We have not received any comments at this point, but just to make sure that nobody hasn't said what they want it. We don't want to risk that. So let's have another 2-minute break, and then we'll finalize the proceedings. [Break]

Welcome back for the last time. There's nothing to deal with under this item. So I can now step down from my job as Chairman of the meeting, and I hand over to the Chairman of the Board for a final comment.

Thank you. By way of conclusion, I'd like, first of all, to thank the Chairman, Mr. Claus Østergaard, for his competent and good handling of his job as always. And thank you to the shareholders that joined us through the webcast. Thank you for your support to FLSmidth. Thank you for taking an interest in us. We hope that next year, it will be possible to meet in the flesh here in the company headquarters in Valby. We look forward to that. Thank you. See you next year. The meeting is adjourned. I wish you all a good and pleasant evening. Thank you very much. [Statements in English on this transcript were spoken by an interpreter present on the live call.]