All right, I would like to welcome all those present, and I hereby declare this General Meeting of Orkla ASA to be open. The annual general meeting has been scheduled by the Board pursuant to Article 11 of the Articles of Association. The notice convening the meeting, dated April 4, 2019, was sent to all shareholders with a known address. It was also announced in the stock exchange bulletin and on our website that same day. The Board of directors decided, in line with the Article 12, second subsection, that the documents to be dealt with at this general meeting would not be sent out along with the convening letter, but instead be made available to the shareholders on the corporate website.
The corporate website also features the financial statements, along with the directors' report and the auditors' report, and the enclosures to agenda items three, four, and six, as well as the Nomination Committee 's recommendation. The financial statements and the directors' report and the Nomination Committee 's list of nominees was announced on eighteenth of March, while the other enclosure were announced together with a notice dated 4th of April.
Any shareholders who nevertheless prefer hard copies of the documents have been able to get them at no charge by requesting them from the company. Printed copies of the financial statements, along with the directors' report, the notice of the enclosures, have therefore been made available to any shareholders who wishes to have these. If there's anyone who have not received them and who would like one, please contact a member of our staff. Are there any objections to the notice?
That does not seem to be the case, and the annual general meeting is hereby declared to have been convened legally. I would like to introduce those present, in addition to me, Stein Erik Hagen. Sorry, the interpreter... We have CEO Peter Ruzicka, and also the AGM secretary, represented by Camilla Robstad. I would also like to present members of the board. It is me again, and Grace Reksten Skaugen, deputy member. We have some sound problems. I think I need to switch microphone, as the interpreters also have problems with booth input. Hello? All right. This works. Okay. Yes, so much for technology. Next, is the deputy chair, Grace. She was first elected in 2012. We also have Ingrid Jonasson Blank. She's Swedish, and she was first elected in 2013. We have Lars Dahlgren.
She is the CEO of Swedish Match, and she was first elected to the board in 2014. Next is Nils Selte. He is the CEO of Canica, and he was also elected in 2014. Next is Liselott Kilaas. She was first elected in 2017. Then there is Peter Agnefjäll, who was elected in 2018, and who was the CEO of the IKEA Group from 2013 to 2017. And then we have my daughter, Karoline Hagen , deputy member for Nils Selte and myself, and she was first elected in 2016. We also have the employee representatives. We have Terje Utstad, chief shop steward. He was first elected in 2012. Then Sverre Josvanger. Well, it doesn't say exactly when you were elected, but you've been with us for some time, actually since 2012.
Next is Roger Vangen. He is an expert on the Grandiosa, and he has also been part of our organization for many years, and then we have Karin Hansson, representing the Swedish employees, and who is also a member of the board for the Orkla employees. We also have representatives of corporate executive management and the business areas present here today. I would now like to move to the list of shareholders here present, the proxies, and the absentee ballots delivered to the stage. 147 shareholders have registered, and they represent 47% of the total share capital of the company. A list has been drawn up of the shareholders here present, those holding proxies for shareholders and the absentee ballots, including an overview of how many shares and votes each of them represents. All proxy authorizations have been reviewed.
The list is hereby presented, and I'm reading from it. The secretariat have prepared a list of how many shareholders that have given advance votes or have either met personally or by proxies. One hundred and twenty-two persons eligible to vote have met, and those who have given proxies, 486 , 387 , 373 shares. Those is 67.73%. 48.6% are represented. Those are exclusive shares that are treasury shares. And all shares represented at the AGM can be voted for, and this was signed by the DNB Shareholder Service and our internal share register service. All right, let's move to agenda item one, namely election of a meeting chair, a moderator.
According to the rules laid down in the Public Limited Liability Companies Act, the general meeting is convened by the chair of the board. The first item on the agenda is the election of a meeting chair, and the board moves that Anders Christian Stray Ryssdal be elected moderator. Anders Ryssdal is the chair of Orkla's Nomination Committee, and he himself is not a shareholder in Orkla. Is there anyone who does not vote in favor of the motion? That does not seem to be the case, and we hereby consider Anders Ryssdal to have been elected, and I ask you to take your chair here. We also need a shareholder to be appointed to co-sign the minutes along with the chair, and the board proposes Anne-Kristin Brautaset from the National Insurance Scheme Fund. Are there any other proposals?
That does not seem to be the case. The nomination is hereby approved, and then I give the floor to moderator. Thank you. We have now come to agenda item two, namely, the approval of the financial statements for 2018 for Orkla ASA and the Orkla Group, and the director's report, including approval of a share dividend for 2018 of NOK 2.60 per share, except for treasury shares. This material has been made available on the company's website and have been sent to all the shareholders who have requested them, and I assume that those present have familiarized themselves with the contents, so that it's not necessary for me to read all the documents aloud, because in that case, we would have stayed here for a long time. Under this item, the procedure will be as follows.
First, we will have two briefings, first by CEO Peter Ruzicka, and then from the CFO, Jens Bjørn Staff. They will present key items from the financial statements and the operations. And after that, we will hear about the board of directors' proposal for share dividend, and finally, we will be presented with the auditor's report. I now give the floor to Peter Ruzicka, who will give us a briefing on the group's development and strategic position.
Thank you. Good afternoon, everybody. My name is, as you've heard, Peter Ruzicka, and I am the CEO of Orkla. Firstly, I'd like to thank you for your commitment you show by coming here and being present at Orkla's AGM. I'd like to summarize the operations in 2018. I'd say a little bit about our goals, our priorities for the future, and the CFO, Jens Staff, will then take us through the financial aspects in more detail, and I will open for questions when both these presentations have been concluded. As you may be aware, I have chosen to resign as CEO after the presentation of results for the first quarter on the seventh of May. So this is my last AGM in Orkla, at least as CEO.
Until a new CEO is in place, Terje Andersen will have the role as acting CEO from the seventh of May. Terje Andersen has been an employee of Orkla since 1989 and has, among other things, been CFO at Orkla for 11 years. The board has, of course, begun a process to find a new CEO. I've had the joy of being CEO of Orkla for five years, and they've been very eventful years, but Orkla has made good progress in many areas. Let's have a brief look at what Orkla has achieved over the last five years. If we look at development from 2014 until today, Orkla's strategy has been to build on the position it has had as a leading brand consumer goods company, both through strategic acquisitions, a strong innovation, and improvements in existing operations.
Since 2014, we have achieved organic growth in the BCG business area of, on average, 1.5% each year. Among other things, driven by new product launches in line with the consumer trends. During the same period, we've improved our profitability with 1.5 percentage points, primarily as a result of more efficient operations and increased cooperation across Orkla. At the same time, our sustainability has been even more visible, and we have increased cooperation across the board in Orkla. And at the same time, our sustainability goals and efforts have been more visible. We have sold out areas outside our strategic areas of focus, and totaling NOK 22 billion.
Approximately half of this has been invested in acquisitions within our BCG area. Since 2014 , 20 billion Norwegian kroner has been handed out to the company's shareholders, partly through dividend payments and the repurchase of shares. This has given its owners a total yield of 86%. Unfortunately, however, developments in 2018 have not been satisfactory, and I'm sure several of you present today are rather disappointed about the share price development in 2018 , and I can assure you that I am that myself as well. Let's have a look at the main points for 2018. What was it that happened?
2018, it's been a demanding year, but we have seen relatively good progress being made in business areas, foods and food ingredients, which had okay growth. But we have experienced resistance from the increased sugar fee or duty in Norway, and certain challenges within the business. This sugar tax has affected this increase, and this has affected the entire market for confections and chocolate, and led to reduced decline in volumes for our business area, confectionery and snacks. In addition, we lost our distribution agreement for Wrigley chewing gum in Norway, which in total meant led to lower sales and profits.
We've announced our own bubblegum and chewing gum under the Solidox brand, but it'll take time to build up and a corresponding position. But we had good growth outside of Norway, and expect that the reversing of the sugar tax from the first of January this year will have a positive effect for the future. I mentioned the challenges in the area of care primarily relating to our operations we purchased in the U.K. and our healthcare operations in Poland. We purchased Hagen in the U.K. a few years ago, and must acknowledge that the company has not delivered as planned. We have implemented measures in order to turn around these developments. These poor developments have played a part on the profits and results through 2018.
We're beginning to see the effects of these measures we've made, and expect that the yields will have bottomed out towards the end of last year. As regards health in Poland, we sell there through major wholesalers, and in 2018, beginning of 2018, these wholesalers decided to reduce their stocks considerably. As a consequence of this, our sales were considerably reduced in 2018. We are hoping that the sales will increase in next years over the next years, but so we're in a temporary position.
Our internal improvement programs are continuing as planned, but we have considerable effects from currency exchange, and increased energy prices have affected the operating result in a negative manner. Total yield from the Orkla share in 2018 was negative, - 18.4%, and of course, we're not happy with that. It's clearly a great disappointment, both for you as shareholders and for me, myself. I know that we can do better than what we have delivered in 2018, and I feel quite certain that Orkla is well positioned for the future.
And even though we are disappointed about the year 2018, I'd like to remind you that we did, and in spite of this, we delivered an all-time high result, but it was below expectations. In October last year, we had a Capital Market Day in London, and we presented our goals and activities for the next, for Orkla, for the next three-year period, and I'd like to just show you briefly the financial objectives. Our ability to grow organically is our most important goal over time, and the biggest driver for wealth creation over time. And we have set ourselves a goal of growth of at least in line with the market growth over time in the areas that we're working in.
In addition, we have to produce more efficient operations, and we measure this as a result of the underlying EBIT margin. That is the development in the profit margin, adjusted for acquisitions and currency effects, and our goal is to this is at least 1.5% within the end of 2021. Acquisitions have been an important part of our model for value creation and our first priority for the application of excess capital. We are also considering divestments, we see there is a lesser potential where we can reduce complexity in our portfolio.
We have given ourselves a clear goal of improved efficiency of the working capital, which means a reduction in the share of net working capital in relation to net sales of 3%, by the end of 2021, from today's level of 13%. The Board of Directors have also made some changes in its dividend policy. Our goal is to increase ordinary dividends from the current level of 2.60 NOK per share. Normally, the dividend should be within an area of 50%-70% of the results per share. It's a considerably high percentage. We're not within this.
We're approximately 80%, so we have to increase our earnings before we are within the 50%-70% range of the profit per share. But, in briefly summarize, then we are going to create long-term value creation for our shareholders through by balancing organic growth and efficient efficiency improvements. Orkla's business model and our strength lies in strong local brands. That's the core of our operations. It's not only our brands are local, but the products are adapted to local consumer preferences based on a unique customer and consumer insight. As you can see from the picture on the left, we have a broad portfolio with many brands within a large range of categories.
This, of course, creates complexity, but it also creates a possibility, but at the same time, complexity, which requires that we do have flexible and efficient value chain. If you look at Orkla's business model over time, historically had a decentralized model with limited cooperation across borders. This culture has changed, and it is changing. We shall, and we must, to a larger degree, utilize the scale of profitability and create synergies across the group. In addition, we will launch new products and brands across the markets. This is what we call One Orkla, by using optimizing our results and using our consumer insight and our brands.
And we've also done a lot to reduce our overheads, as we've done in Czechia and Slovakia and Baltic States and in Finland, by merging companies. During this period, we've also centralized our purchases and reduced one of our most important is to reduce our purchasing costs, but also to reduce the number of suppliers. And we've, in over a two-year period, we've reduced our suppliers by 20%. A requirement of us to reach our conditions. But there is potential to improve even more. This is, of course, we're at nowhere near the end of the road for in this respect. There's a great potential for the future. And such that we're living in a world which is really changing considerably.
Our consumer behavior is changing a lot. The first reason it's important that we are dynamic, and we change, and preferably at the forefront of change. We see the markets are changing, and this begins with our consumers. They are more individually oriented. They have an increasing interest in the environment, and sustainability affects several of the choices they make, and it will do so in the future. They are more concerned about their own health and their well-being. They eat and drink more outside of home, and they shop less in traditional stores. And they're, to a great degree, inspired and fulfill their needs through digital solutions as well. That's where they are shopping. So what opportunities do these changes have for us?
We will continue to build on our ability to deliver local brand consumer favorites and unknown local brands. In line with the consumer trends, we will be present where customers expect to find our products. We have to strengthen our position in channels outside traditional retail markets in online and tax-free stores and kiosks, et cetera, wherever it has maybe. And we must, of course, use digitization in order to strengthen our competitive power and also to communicate more closely with our consumers. And we will continue to make acquisitions, and we will focus on channels, categories, and geographies with higher growth than we see in the retail market in the Nordic countries, which has experienced low growth.
The purchase and acquisition of Kotipizza, as announced in November 2018, is one example of this. We announced this in November 2018, last year, and carried out and finalized the purchase in January 2019. Kotipizza is Finland's leading brand with pizza. They have a 20% market share of the total market for pizza. We're talking here about both the restaurant, takeaway, and frozen pizza market from stores with around 270 restaurants. This is a good example of acquisition of a number one brand within one of our core categories, that is pizza, in a market with good growth out-of-home market, where consuming food outside your home, food on the go. OOH is considered estimated to comprise 1/3 of all consumption of food and drink in the Nordic countries.
It is growing between 5% and 8% each year, but what people are eating at home is developing almost in a flat way. So it's important to be in the out-of-home market as well. Pizza is, of course, one of our largest categories, and we are experiencing solid growth. We are present in Finland. We were beforehand with frozen pizza, but only in retail market, and frozen pizza in Finnish market is actually only a small part of the Finnish pizza consumption. The larger part is at restaurants and in deliveries or takeaways. In order to be large in the pizza market in Finland, we need to be represented in the out-of-home channel, and that's what we are with our investment in the number one brand, Kotipizza. It is...
It fits in well with Orkla's portfolio. The Kotipizza is recognized for its sustainability goals. For example, the local purchases, plastic reduction and plastic, fish and seafood MSC certified, and several vegan and vegetarian alternatives on the menu. So our strategy for out-of-home investments is dependent on the market. In some areas, we have tailored products and tailor-made solutions for out-of-home customers. One example is Anamma food service in Sweden, which provides vegetarian burgers for McDonald's. We have developed a concept in food service, and we are delivering our goods there, and we are selling existing products to out-of-home players. For example, our sauces, ketchups, and mustards, et cetera.
And we will continue to invest in strong out-of-home brands, such as Kotipizza. Out-of-home market is, as I say, an important market for us. About approximately 20% of this is represented by out-of-home, including Kotipizza. The purchase of Kotipizza, we will continue to build on the values we have there. Of course, we will continue to build on our core operations and the strong brand, which is pizza. We have number one knowledge of pizza in Finland. We will also develop new concepts as well under this system, and of course, we will utilize the synergies with the rest of the Orkla group, where such synergies do exist. But before I pass the floor to Jens, I'd like to say a few words about where we are, as regards our sustainability at work.
Orkla has, since 2005, been part of the UN Global Compact initiative, and we have selected eight of the United Nations sustainability goals, where we can make a difference. For us, there are three reasons as to why this is important. It is because we have naturally, as a major producer, a major supplier of products, both edible and non-edible products, for many consumers, many tens of millions of consumers. Of course, we naturally have a responsibility for public health and for the environment. And of course, it is cost-saving. If we can focus on this, because it'll reduce wastage, it'll reduce packaging, transport, et cetera. This means savings in costs, and of course, this will have a good effect on the bottom line as well.
And of course, in terms of business, it is profitable. We know that our consumers are concerned about this, and it's something that our consumers want. And as I've said, we have a responsibility for producing and making healthier products. And the share of products that contribute to a healthier lifestyle now comprise approximately 14%. We've experienced a good growth there. We've had good growth in our two largest vegetarian brands, Anamma and Naturli’, an increase of 60% from 2017 to 2018. And we have, together with Norwegian authorities, set ourselves a goal of 15% less salt and sugar in our products, compared with 2015. And really, here we are on track. And we need also to make our products themselves more sustainable.
And our goal is to have 100% recyclable packaging by 2025. At the moment, we have 94%, and we need. We also want to have 100% sustainable commodities or raw goods. We're on track there with 85% MSC-certified fish and seafood, and 70% of UTZ-certified cocoa as well. And we need to continue to innovate for the environment. We have reduced emissions of our own production by 54%. We've increased the share of renewable energy by 39%. We've reduced organic waste by 27%, which means, again, these are savings made in addition to it being good for the environment. And of course, we also need to develop brands with an environmentally friendly profile.
For example, Klar, which you saw the advertising for right at the beginning of this session, in 2017, was launched in 2017. These are cleaning products without any unnecessary chemicals. Of course, bottles produced from recycled plastic and there's the Swan eco label as well. I think we can now state that sustainability is not a passing trend. It is a new norm, and we must be a leading player in our industry and see good business opportunities by taking that role. Thank you very much for your attention. I'd like to now pass the floor to Jens Staff, who will review the key figures for 2018.
Thank you, Peter. My name is Jens Staff, and I'm the CFO of Orkla. I will now briefly take you through the financial highlights for 2018, and I will be as brief as possible to try to keep you awake. The Orkla group had a total operating revenue of almost NOK 41 billion in 2018, up about 3% from 2017. Orkla's operating revenues can mainly be attributed due to the branded consumer goods area, and other operations, such as hydropower, now account for less than 3% of Orkla's total revenues. As you will see from the graph to your left, most of the growth achieved was related to the acquisitions made in 2018 to strengthen our position as a branded consumer goods company.
Orkla has a major part of its activities outside of Norway, and we therefore need to convert foreign currency into Norwegian krone in our accounts. And since the Norwegian krone weakened somewhat in 2018 compared to the previous years, then the operating revenue from foreign operations translated into Norwegian krone increased by 0.2%. The last part of the graph that you can see on the slide illustrates organic growth, which came to a -0.2%. And the weaker growth, as mentioned also by Peter, was partly due to the fact that we lost a distribution agreement for Wrigley chewing gum in Norway, and adjusted for this, the organic growth came to a +0.4%. We achieved a solid growth in Sweden, Finland, Central Europe, and India, amongst others.
As Peter also mentioned, if we look at innovations that are in line with trends and consumer needs, we also reported good results. Peter also mentioned two concrete examples, namely Naturli’ and Anamma, and they reported strong growth. We also see increasingly positive contributions from cross-company, cross-country launches in line with our strategy, One Orkla. However, this growth was offset by a reduction in sales to Norwegian retail sector, among other things, as a result of the significant increase in the sugar tax in Norway. I will also be giving you some more details here later. The acquisitions we made in recent years have mainly been outside of Norway. This has made Orkla become more of an international group with a significantly stronger position in the Baltics and Central Europe.
Norway is still our biggest market, but, the share of our, operating revenue outside of Norway now exceeds 70%. You can see that from the pie diagram. Let's now take a further look at the income statement. Orkla achieved an adjusted operating profit of NOK 4.8 billion in 2018, up 3% from 2017. And as you can see from the slide, you can see this from the line that states EBIT adjusted. Increased operating revenues and an improved, efficiency in our operations, are some of the cost measures that, are the main reasons behind the growth. And you also see, the other income and expenses line. This was mainly related to acquisition and integration costs, in addition to costs related to several improvement processes within the group, particularly associated with closures and changes in the plant structures.
Overall, cost was roughly on a par with previous years, but last year, that is 2017, these costs were partly offset by gains achieved from the sale of brands and companies throughout the year. When we then take EBIT adjusted, that is the adjusted operating profit, and deduct other income and expenses, we come to the EBIT, and that is down by 3% compared to 2017. If we move further down the income statement, we see the line below the EBIT, and in English, it says profit from associate, and these are contributions from the companies where we have ownership stakes in after tax.
This line mainly consists of our stake in Jotun's net profit after taxes, and Jotun achieved good growth in sales in 2018, but the operating profit was more or less on a par with 2017's. One of the main explanations for this is the increase in raw material prices. We had NOK 201 million in interest expenses and other financial costs, and NOK 1 billion in taxes in 2018. Net profit after taxes from continuing operations in 2018 came to about NOK 3.4 billion, compared with NOK 3.6 billion in 2017. When I say continuing operations, I say that because if you look at the line below, you see discontinued operations and these operations that were discontinued.
We did not have any transactions there in 2018, but if you look at the 2017 column, you will see the net gain from the sale of Sapa, and this is then reported as discontinued operations. This means that we had a reduction in earnings per share from continuing operation from NOK 3.46 in 2017 to NOK 3.24 in 2018. This was Orkla's financial performance for 2018, and I now intend to give some more details pertaining to our biggest business areas in Orkla. I'll start with Orkla Foods, our biggest business area, with operating revenues of roughly NOK 16 billion, and that accounts for 39% of Orkla's total revenues.
Orkla Foods contain many well-known brands, such as Toro, Grandiosa, and Stabburet, in addition to many, clearly many well-known brands in other countries. Orkla Foods has operations in all the Nordic and Baltic countries, plus in many countries in Central Europe and in India. Revenues for Orkla Foods in 2018 was down by 0.8% last year, due to the sale of operations in 2017. Organic growth accounted for 1.5%, driven both by increases in price and volumes. We reported good growth in most markets last year, but this was somewhat restricted by some category-related shifts in the Norwegian retail sector's campaign patterns, and also increased prices from the major retail chains to consumers. Operating profit came to about NOK 2 billion, approximately on a par with the results the previous years.
All markets grew their profit, except for Norway, where we had the said sales challenges that had a negative impact on the results. Let's go on to look at Orkla Confectionery and Snacks. This is also an area where we have many loved and well-known brands, both in snacks, biscuits, and we all recognize Laban, Polly, and Sætre. The business area reported a decline in sales of 3%, and if we adjust for the loss of the distribution agreement we had with Wrigley, then organic sales growth was 0.5%, a positive growth. We also reported strong sales growth in Denmark, Finland, and Sweden, but sales in Norway were negatively impacted by the increase in the sugar taxes, in addition to the loss of the Wrigley agreement.
Ongoing cost improvements are delivering according to plan, but profit was weakened as a result of the reduction in sales. However, our performance was also negatively affected by real effects from currency and also from higher electricity prices in the Nordics, as Peter also mentioned by way of introduction. Next is Orkla Care. As you well know, this is most differentiated area, ranging from a whole lot of categories, ranging from toothpaste, detergents, shampoo, to textiles, cod liver oil, and paintbrushes. Some of the brands we have, or many of the brands, are also strong, have strong positions, and well-known in Norway, like Jif, Omo, Milo, but and Jordan, but there are also many other well-known brands in this. The operating revenues for Orkla Care in 2018 were up 8%, driven by acquisitions.
Organic sales growth in many of the countries, as we also saw, were offset by a reduction of performance in Orkla Health and Orkla House Care. For this business area as a whole, organic growth dropped by - 1.8%. And the weak performance in health, as Peter also mentioned, is primarily attributable to health sector in Poland, where the wholesalers reduced their inventories. Sales from wholesalers to pharmacies have, however, been relatively stable, and with all other factors alike, then we expect a gradual improvement of performance as 2019 moves on, as the inventories are more normalized. Our activities for paint tools performed well in the Nordics, but this was more than offset by the reduction in the U.K.
As Peter also mentioned, we have taken action to also try to improve the performance both in Poland and in the U.K., and we expect gradually to see positive effects from this through twenty nineteen. Next, Orkla Food Ingredients. Orkla Food Ingredients continued to report good progress in 2018, with sales growth of 10% and a profit growth of 14%, among other things, driven by acquisitions. Organic growth came to 1.2% and was linked primarily to the sale of ice cream ingredients as a result of the really hot summer we had last year, but also sound sales of bakery ingredients in the Netherlands, Belgium, the U.K., and, as we also said, continuing good growth for the vegetarian products under the Naturli' brand that we report in under Denmark from the company Dragsbæk.
The increased profit is due to a combination of structural growth, organic progress, particularly associated with ice cream ingredients, but also to internal improvement projects and continuous effort to improve purchasing terms and conditions. As I also have said previously, Orkla has still some investments outside this brand area, business area. The biggest investment outside this brand area is our stake in Jotun, and as you know, Orkla owns 42.6% of Jotun, and this is a global paint manufacturer with operating revenues of almost NOK 18 billion. Jotun achieved sales growth in 2018, but operating profit came to more or less the same as in 2017, also affected by increased raw material prices in all segments, but also positively affected by higher sales prices.
And we also saw that the hydropower achieved growth in revenues and operating profit as a result of higher electricity prices. Volume was somewhat lower, but Orkla's real estate activities had, as at year-end 2018, a book value of NOK 1.9 billion, and the new head office of Orkla at Skøyen is the most important individual item. Next, a few words on the return on capital and balance sheet. Here you see this graph that reports back to first quarter 2014. We have delivered a good return on capital employed far above and greatly exceeding our capital cost since 2014. And this has happened during a period where we have made major investments, both in the form of acquisitions and investments in our own activities.
So the improvement we see in the return on capital employed demonstrates that we are able to create value from these investments. Orkla has a strong balance sheet with total assets of more than NOK 53 billion at year-end, and a net interest-bearing debt of NOK 3 billion. This financial position also enable us to, make further investments in the brand areas in line with our strategies, but also to, have a predictable dividend policy. The equity of the Orkla group total is NOK 34.1 billion at year-end, which is equivalent to an equity ratio of 64.9%. The share, as Peter also mentioned, had a negative earnings per share, including dividend, of -18.4% in 2018.
For the financial year 2018, the board proposes that a dividend of NOK 2.60 be paid per share. This is, as Peter also mentioned, the same as last year, and this represents 80% of earnings per share from continuing operations, and the proposed dividend for 2018 will be dealt with later in our agenda. At our capital market day last autumn, we presented the company's new dividend policy, which also indicates that we have an ambition to increase the dividend from the current level of NOK 2.60 per share, but still stay within the 50%-70% range of earnings per share, but we also need to maintain a good credit rating, a high credit rating.
I would like to thank you now for your attention, and I will give the floor back to Anders. Thank you.
All right, but please remain at the rostrum, and then we'll ask if there were any from the floor, any questions, any comments to either Peter or to Jens from the floor. I have the light that makes it slightly difficult to see your faces. This seems to be crystal clear, or is there any questions?
I'll give you a microphone, and perhaps if you could say your name first, and then we know who to respond to. Thorstein Widerøe . Thank you for interesting presentations and a very informative Annual Report . But there will be questions arising from this, as usual. You have made many acquisitions. I wonder whether you have operative acquisitions. You said Kotipizza, Werner Distribution in Sweden. Is your strategy there to bring Orkla's products in towards the market? Can we control the products in the market there so that it will have a benefit for operational activities? That's my one question. The other one has to do with the improvement in efficiency. We have many employees in Norway and in other countries. Could you say how Norwegian production operations are managing in terms of costs in relation to the other countries?
I would assume as the production becomes more automated, the salary costs will be lower in the greater picture. My third question concern the last thing you mentioned about hydropower. I see from the annual report, there is one billion kilowatt hours provided for Statkraft without any compensation and a lease agreement. Could you explain what is behind that lease agreement? I understand we own 85% of the Sauda Waterfalls. I'm not quite sure what that lease agreement related to. Perhaps if I could respond to the last one. If we could respond to the last question, the Sauda Waterfalls. Who would like to respond to this stuff? Please go ahead. I could say our ownership position is a lease agreement with Statkraft. We own 85% of the Sauda Waterfalls.
The lease agreement runs until twenty thirty, and it is in the lease agreement. There is a delivery obligation that we have, which is the sale of power to industry. I think it is Elkem. It says that we must provide approximately one terawatt hour, which is a zero-sum play for us. If you look at the total production capacity for the Sauda Waterfalls, which is approximately one point nine terawatt hours, we can sell approximately 0.9 in the spot market as well. So it's part of the lease agreement relationship there, without saying anything more in more detail about that. Thank you. So then there were the question of pizza strategy, particularly in Sweden, and efficiency in costs. Yes. Yes, I'd like to respond to these two questions.
Firstly, they concern the strategic acquisitions, Pizza in Finland and Werners in Sweden. As I said earlier, we see strong growth in the out-of-home market. We see consumer trends do change. People are eating less at home, more outside the home, more on the go, but more takeaway as well. Pizza is one of our major categories, and it's a category which has considerable growth, and we have managed to create a considerable amount of growth, strong growth. In order to follow the consumer, where the consumer is, it's been important for us to maintain a position or gain a position in the out-of-home market and the home delivery market. First and foremost, in Finland, this is why we carried out this acquisition.
We also believe there is considerable potential, both in terms of costs and synergies with Orkla, but also a sales potential in using the distribution operators that Kotipizza has, both in the restaurants and in-home delivery, and also to sell other Orkla products suitable for these categories. As regards Werner's distribution, this was an acquisition made by Orkla Food Ingredients. Orkla has primarily agencies for high-quality goods. For Orkla Food Ingredients, it is important to be as much as possible a total supplier of goods to customers, to have a broad range of products of more internationally known brands for strategy, so that we can become a total supplier. You also raised the question of efficiency in Norwegian production, efficiency in Norwegian costs in relation to other countries.
It's not surprising that Norway has a considerably higher level of costs in Norway than what we see in other countries. You mentioned the fact that automation, of course, means that the disadvantage of being in Norway are less through automation. In general, we have a high level of automation in our Norwegian operations, and we've had a lower automation level in Central Europe, where costs of labor are lower. But it is, it has to do with where one chooses to locate a factory. It's not only labor costs, but also logistic costs and also ingoing and outgoing, which will be of key importance as well. Thank you. And then the question there. Please go ahead. My name is Jarle.
Such a large part of Orkla, which is located in Europe, what would the result of Brexit mean for the group? Would you answer that question? Yes. It's rather difficult to calculate exactly, but relatively limited consequences for us, we believe. We have considerable sales in the United Kingdom, but we have generally and largely local production, so we will be affected by the importation of raw materials, something from outside the... And the sale of goods from the United Kingdom, but to a limited extent, in relation to other players who have a more centralized production structure. Anybody else who would like to take the floor anymore? We will take the new ones first, the right at the back. My name is Jan Edgar Åsgård. I just have a quick brief question.
I always wonder, when you speak about the focus on brands, when those of us who go out and and shop, we see that in the retail market. They have their own brands in the shops, and I'm very enthusiastic about my own stores' brands, which have considerably lower prices, and I wonder, how does Orkla relate to this? Oh, excuse me. I think perhaps Orkla produces, this is more a question for you, but does Orkla produce any of these, these retail brands, which are selling very successfully in the various, in the various retail stores? Thank you. That is quite correctly observed. We do see a growth in the retail market's own brands, and that's a trend that has been continuing for many years.
So if you look at Europe in total, this share is approximately around 30%, 31%, to be quite precise. It has actually been slowly reducing in recent years. It's been 32, now to 31%. It appears to be stabilizing around that level. Of course, there are some great differences between countries. Norway has historically had a relatively low share of the market there. So we see a growth there in Norway within their own brand goods in the retail industry. If you look at one main competitor for Orkla, it is their own brands. It is the largest individual competitor for us, if we can look at it as one competitor.
We produced some own brands for the retail market, so we don't have a policy that say that we won't do this at all, but we don't only do this, if I could put it that way. If we do this, it'll be as part of a closer cooperation with the retail market. It is, of course, conditional on the fact that we have available capacity, so we don't have to build up capacity for that, so the way of which is relatively uncertain as sales. We have some companies with us, not in Norway, but outside Norway, that do produce, not for the home market, but they have the private label brands. For example, you see in in Denmark, they produce premium potato chips for Marks and Spencer in the United Kingdom.
They've done this great success for many years as an example for you. Thank you. Next one. On the first, just a comment relating to the fact you're going to have a new CEO. I'd just like to say that the board of directors should find a CEO who can automate or rationalize the production of ketchup. There are still nine factories. I don't know whether that's correct or not, but for me, it seems to be very strange that you have so many factories. I would urge the board of directors to find a CEO who can automate this more. As regards to the board of directors, I think it's a bit strange that they speak about Hagen, but it would be great, a better signal.
I don't think we could rid ourselves of Mr. Hagen, but I think the board should go. A part of the board should go. I hope that's not why Peter is leaving the board but leaving the company, but he's done a very good job. That's a comment we will take on board. I don't know whether you wish to comment on the ketchup production? Yes, I can do. Some of the figures you gave us are not quite correct. It is correct that we are a market leader in nine countries, seven countries, rather, in Europe. No, nine countries in Europe with seven brands. We don't have seven factories. That's not correct.
We have centralized a lot of our ketchup production to a factory in Sweden, and we are in the process of centralizing this to a factory in Central Europe, to a factory in Austria. So it is correct that we are a market leader in nine. My resignation has nothing to do with Hagen. It is my own choice, and it was my own volition. Thank you. As regards the election of the board of directors, that'll be in a separate item later. We'll round up now. We have two more questions, one in the middle and one there. Anybody else who has tried to register? Nope. So you were the last two speakers. Those of you sitting there will be our last speakers. Thank you. Torstein Inderberg again.
I have a couple of questions again. One is related to a press release that came from Hydro a couple of days ago concerning Sapa in the U.S., where and a settlement had been made with the Department of Justice, a figure approximately NOK 400 million. It said that Orkla would take half of this, settlement cost. The question is, has this been taken, or will it be taken in one of the quarters now, and made in one of these quarters? That was my first question. The second question as regards EHS. Of course, this is important, environment, health, and safety, and EHS. I noticed that the, sickness, absenteeism and absences in Norway is 30% higher than it is in the rest of Europe.
Question then is, has this work not been working too well, or is it in relation to the rest of the Nordic countries with such a great difference? And my last question concerns the dividend strategy. I see from the accounts, if you take part of the equity for to pay out dividends, we have an ambition to increase dividend payments over time. Does that mean, if necessary, we will continue to take from our own equity in terms of accounts in order to attempt to increase this? We'll take these questions, and ... My name is Nick Skammestein. I think it's interesting the company would take the employees on board, and if you're wishing to, you know, if you were going to avoid social dumping.
We speak a lot about the Baltic States and India, and it's just a small statement for you here, that the employees don't feel -- we just feel that Orkla is working together with its employees. I have one person. Is there another person who didn't get to speak? Are we now finished? So we have four questions, and finally, Stein Erik will give a comment as well. The first was the settlement with DOJ and Sarpsborg, the Department of Justice and Sarpsborg. Yes, I can respond to this. This relates to the deviating quality from a factory in Sarpsborg. This has gone from 1995 to 2015.
This was a case we were aware of when we sold our 50% share to Hydro, and we were aware that there could be costs, considerable costs, relating to this matter. For this reason, we set aside NOK 500 million when we sold our 50% share to Hydro. The approximately NOK 200 million, that is our share of this settlement with DOJ, provision has been made for these, and there will be no additional charge to the accounts because it follows from this provision made. As regards environmental health and safety, it is quite correct that the sickness absence is considerably higher in Norway than it is in all the other countries we're operating in. There are considerable differences.
Unfortunately, it is still the case that this is high in Norway, and it is not due to the fact that we've not had a lot of focus and effort made in respect to this in Norway. We have special teams working with our large units, where sickness absence is high, and we see that by focusing on this, it is reduced, but it's the reduction is far too slow, and it's still too high in relation to what we feel it should be and what it is in other countries, but this is work we need to continue working on and continue to focus on in the future, and the question concerning our dividend strategy and equity, we can let Staff. He's been standing there for a long time waiting. If... Do you want to answer that? Okay, that's okay then.
There is one more question then, and that is: Are the employees involved in ensuring that they, it would not be against the view of social dumping, how the group stands in respect to this? Yes, we do have stringent requirements, we make both on ourselves, but whether it's in Norway or in India or wherever, that we do operate in an ethical manner in all possible ways. Perhaps our greatest challenge is not our own operations, but in controlling and checking our suppliers. We have many thousands of suppliers, and checking and making sure that these do act in accordance with the ethical guidelines that we feel they should follow and ought to follow. Also, in respect to the environmental aspects and sustainability, we do feel that is a challenge that we're working on every single day.
But I would say, yes, we, we do have a high focus on this matter, and our employees, our shop stewards, union representatives, we work closely together with, and they are involved in this matter. Thank you. Then you are finished, and then the final question, you can take yours as you move on to the next question. That regards dividend payments.
Over time, Orkla has had a strategy based on flexibility, based on predictability, and also prevailing interpretation. Therefore, going forward, we should then have a dividend in line with strategy. Also, the board has proposed a dividend of NOK 2.60, the same as last year, but it represents about 80% share of the profit. The goal of the board is to increase this from NOK 2.60, and normally this would be in the 50%-70% range. The balance sheet of Orkla is strong, so the first priority after the payout of an ordinary dividend is to increase allocated capital for acquisitions, so that we can invest in existing activities and acquire new businesses.
Alternatively, of course, we will also consider whether or not we should pay an extraordinary dividend or invest in our existing or to buy back shares if we see that we cannot make profitable acquisitions. There's also one question that the press has voiced, and I've also actually received several people contacting me about people, well, how—what do we believe? That there's a flat or a downturn in the organic growth and also the price of share developments and what the board has done in order to turn around or deal with this trend. 2018 was perhaps not a satisfactory year, but still we had an all-time high result. Of course, the share price development is not equally good.
If we look at the last 15 years, then for periods, the share price has fluctuated, has gone up, but also down, and of course, if you focus on long-term value growth and instead of short-term solutions, that must be expected.... The board of directors have, of course, taken initiative to prioritize, and setting aside just resources to strengthen our future. This means that we allocate capital to strategically important acquisitions in new bus- growth areas. This means new consumer categories, new channels, and geographies with higher growth potential than the retail sector in the Nordics, and one example is, the acquisition of Gorm's in Denmark and Kotipizza in, Finland, but Peter has already accounted for this.
Since we were established in 1654, we have done that all along, and I can promise you many new exciting developments going forward. We will continue to develop capital and resources to strengthen innovation and developments, not least when it comes to digital solutions and tools to meet consumers in new arenas. We're going to be present where the customers expect to find our services and products. We will strengthen our presence in channels and products outside the traditional retail outlets and sectors. Thank you. All right, we've had a good round of and exchange of comments and questions, and the board has received your input, and we'll take them and deal with them as we leave here. With the proposed dividend is a cash dividend of NOK 2.60 per share.
Maybe you have prepared some slides, but we propose to pay NOK 2.60 per share, but of course we need. That is because we want a predictable dividend, and we also need to ensure that we have the capacity both for 2018 and going forward, the company has, in recent years, also focused on the brand strategy, both through acquisitions and improvements. In our opinion, the board's opinion is that Nordic and good brand name companies should have relatively high dividend share, and over time, Orkla has allocated substantial capital to its shareholders.
Based on Orkla's dividend strategy and the group's financial position, as just, Peter Ruzicka and Jens Staff presented, the board moves to adopt a dividend for 2018 of NOK 2.60 per share, which is on a par with the ordinary dividend payout last year. And based on the AGM's resolution for share dividend of NOK 2.60 per share, the dividend will be paid out on seventh of May 2019, to those who hold shares on the date of the annual general meeting, namely today. And the shares will be listed exclusive of dividends tomorrow on the twenty-sixth of April. In addition to dividends, Orkla also has a program to buy back treasury shares. Shares acquired under the terms of this program will be used for Orkla's employee share and incentive program, as approved by the general meeting, or will be deleted.
Under the terms of the authorization granted by the general meeting last year, 20 million shares have been bought back, and under item five, we will propose amortization of 17.5 million shares. Under item six on the agenda, the board will move that the authorization be renewed. Thank you. Well, we are moving towards the close of this item on the agenda. We've heard the recommendation of the board, and next, we would like to hear what our auditor has to say. Rickard Maartmann , representing Ernst & Young, please come, and we will also show you the conclusion on the screen. A lot of things have to be said, so please explain what you mean by this.
Thank you. As the moderator said, our auditor's report is presented on page 208 to 210 of the annual report, and I've shown you this also on screen. Is it for the AGM, dated thirteenth of March? I'd just briefly like to read our reports for you. In our opinion, the financial statements of the parent company have been presented in accordance with the laws and regulations. In our opinion, the financial statements of the parent company, Orkla ASA, and the group give an accurate account of the financial position of the parent company and the group as at 31st of December, 2019 , and of the comprehensive income and cash flows during the year under review.
And the information disclosed in the directors' report, the report on corporate governance, and the allocation of the profit/loss are consistent with the financial statements and in compliance with legislation and regulations. In other words, we have given Orkla ASA a clean auditor's report. Excellent. Thank you. Any questions or statements, comments to the auditor? No. Appears not to be the case, then it is quite clear. Thank you very much. We will now move to a vote on item two. The proposal given has been presented on screen, the approval of financial statements for 2018 for Orkla ASA and the group, as well as the directors' report, including approval of a share dividend for 2018 of NOK 2.60 per share, except for treasury shares....
I have votes of 150 million are for, whereas 320 ,000 are against. So the question then in advance votes, any votes against here? No, then it is not the case, then that's been agreed against the advance votes given. Thank you. Then item three, which is Orkla's terms and conditions, policy, remuneration of executive management, and the group's incentive programs. Here we see that this concerns the Public Limited Liability Companies Act, which obligates us to have a special emphasis on the rules applied to the board statement.
If we've done the following way, I will give you some of the legal basis for why this item is on this, concerning the board's special statement, and the Deputy Chair of the board, and the Chair of the Compensation Committee, Grace Reksten Skaugen, will subsequently review what concerns the remuneration policy and the main points of the board statement, as it appears in Note 5 of the accounts of Orkla ASA. The board of directors shall draw up a special statement of the guidelines for the pay and other remuneration, and this follows from Section 16-16 of the Public Limited Liability Companies Act. This consists of four parts: pay and other remuneration of the CEO and other senior executives. Item two, guidelines for pay and other remuneration of the executive management.
Special comments on the share-based incentive programs, and then, new or modified agreements with the CEO, and under 5.6, we must then have an advisory vote on this point, and then approve the guidelines for the share-based incentive schemes.
And the reason why we need to approve this is. And that this is not the same as the advisory vote, and that is because the annual general meeting has a special responsibility for share issues, while the remuneration and compensation for executive management is basically the responsibility of the board. And I now give the floor to Grace Reksten Skaugen. Thank you for your introduction and information. In order to comply with the signals and expectations that you have of the board, we need to attract good executives, and I will therefore give a brief description of Orkla's compensation and benefits policy, Orkla's long-term bonus program, and a scheme involving shares for employees.
As Peter has already pointed to, I would also direct your attention to note five, the financial statements, and I assume that I don't need to read this out loud, and that you've all read this carefully. Orkla's remuneration policy is actually the totality of instruments available to attract, further develop, and retain the expertise we need. The monetary part is divided into two elements. There's the fixed remuneration, that is, fixed salary and accrual of pension, and variable components, namely, annual bonus and long-term bonus program. This is the same as we find in most other major companies. The guidelines of Orkla recommend being competitive in respect of the fixed salaries based on the market median for comparable enterprises, while the potential inherent in the bonus schemes is to exceed the median.
The bonus requirement addresses performance improvement and growth, and there is also a personal component. The personal component is a tool in the management, development, and training, and evaluation. The system is calibrated so that if a person delivers satisfactory results over time, the bonus could be as much as 30% of his or her annual salary. This is also a common practice, this level that is for many companies, and if the results are better than expected, the same will apply to the bonus. In 2012, a cash-based long-term incentive program, so-called LTI program, for executives and key personnel, was introduced to replace the share option scheme. This was also in line with the code of practice recommendation. The aim was to offer competitive terms to retain Orkla's talented employees.
Since 2018, Orkla has had a renewed cash-based long-term incentive program, the LTI program. The LTI is normally awarded in May each year, and the amount awarded will be determined on the basis of assessments of individual performances in relation to Orkla's long-term goals. Some companies use some of the same goals for long-term incentives, but Orkla has changed this slightly, and we have linked it to Orkla's long-term goals to strike a balance between these and the short-term goals in the bonus scheme. The CEO determines the long-term goals and criteria, which are then approved by the board's compensation committee. In connection with the annual LTI award, the award must not exceed 50% of the fixed salary at the time of award.
The LTI amount is adjusted according to the performance of the share price recorded on the day after the annual general meeting in the year the award is made, adjusted for dividends in the period, and therefore, the award is then linked to the developments in the share price without actually being the handout shares. The entitlement will normally be paid out by 1/3 after 24 months, 1/3 after 36 months, and 1/3 after 48 months of the award, provided that the employee has not given notice of resignation at the time of payment. An employee that receives an LTI award may request to postpone payments to a maximum of 60 months after an LTI award.
The award may not exceed 50% of the employee's annual salary, nor may the aggregate value of an award under the annual bonus program, and the LTI bonus awarded in a year cannot exceed one year's salary. And now to the share scheme for employees. For several years, the group has had a program that gives employees the opportunity to buy a limited number of shares at a discount in relation to the market price of the share. For 2018, the three different purchase options were offered: 28,000 NOK, 15,000 NOK, and 8,000 NOK, and these are discounted amounts.
The cost of the share savings program in 2018 was approximately NOK 17.4 million, and the Board of Directors, therefore, recommends that the general meeting resolves to continue the share scheme for employees with three purchase options of NOK 28,000, NOK 15,000, and NOK 8,000 kroner as discounted amount, respectively. And furthermore, the board proposes a discount of 25%, as in 2018, and also to introduce a term of a 24-month vesting period after purchase. And I would now like to give the floor back to the chair again. All right, the floor is now open for questions and comments. Would anyone like to ask for the floor? That is not the case. Thank you. You may now go back to your seat, and this brings us back to the votes. First, the advisory votes.
Here, the general meeting endorses the board statement on remuneration to key management personnel, as described in note 52 of the Orkla ASA. Therefore, there are 11,318.56 votes that have voted against. With the votes against, this has now—this resolution has now been adopted. Therefore, the general meeting endorses the board statement on remuneration to key management personnel.
The next point is that the Annual General Meeting approves the Board's proposal for share-related remuneration associated with, one, long-term incentive for executives and key personnel, the bonus bank linked to the total yield on Orkla share, and 113 , 241 , 507 votes have voted against, and this is also the resolution, the bonus bank linked to the total yield on Orkla share and the sale of shares at a 25% discount to employees with a 24-month vesting period, and this has now been adopted. I would now also give the floor to the report on the company's corporate governance.
Corporate governance. We will be talking about the concept known in English as corporate governance, and the Norwegian rules are listed, among other places, in the Norwegian Code of Practice for corporate governance. Hereafter, I refer to the code of practice. The code entails that the board must ensure the company implements sound corporate governance and provides a report on the company's corporate governance in the annual report, and if the company doesn't fully comply with the code of practice, this must be explained in the report. Further, it states that the company should clarify its basic corporate values and formulate ethical guidelines in accordance with these values. Rules and reporting requirements relating to corporate governance are also found in the stock exchange rules and regulations and in the Accounting Act.
This report should be dealt with at the general meeting as an information item. The general meeting includes a full account as it ensues that there are two minor reported departures from the code of practice. For the sake of order, these are explained in a separate enclosure to the notice of meeting, in addition to what is evidenced. Since the report has been made available to the shareholders in advance of the AGM, we will not reiterate the contents in detail. Are there any questions or comments to this report? It appears not to be the case, then I would invite the general meeting to take this under advisement. Here, we have no votes against in advance. Then moving now to item five, this is the reduction of share capital.
The board of directors has proposed to reduce the company's share capital by canceling or amortizing 17.5 million shares owned by Orkla ASA, in accordance with the provision of the Public Limited Liability Companies Act, and the number is approximately equivalent to 1.7% of the company's outstanding shares. The board will account for the proposal. Providing that the capital base is satisfactory, the company has two main means to transfer value to its shareholders. One method is, as you know, to pay dividend. The second method is to buy back treasury shares for amortization, i.e., cancellation. In the latter case, the total number of company shares will be reduced, and hence, the value of the remaining shares increase proportionally. The company uses both methods actively.
Under the authorization given to the board of directors at last year's annual general meeting, the company has bought back 20 million shares. The general meeting stated last year that these shares would either be amortized, that is, canceled, or be used to fulfill its obligations under the employee incentive programs. The board of directors proposes to amortize 70 , 500,000 of the shares acquired after the previous annual general meeting, after which Orkla will own 1, 910, 259 treasury shares. Orkla ASA may amortize treasury shares tax-free. The amortization will not have any impact on the accounts, since shares will be written off against equity upon acquisitions. As required by law, the auditor has confirmed that the company's tied-up equity will be fully covered after the capital reduction. Thank you.
Are there any questions or comments to this point?
No.
All right, let's move to the vote. Here you see, namely, the general meeting of Orkla ASA resolves to reduce share capital by 21,875,000 from NOK 1,273,663,712.50 - NOK 1,251,788,712.50 by canceling, amortizing NOK 17,500,000 shares owned by Orkla ASA. The number of shares in the company will be reduced from NOK 1,018,930,970-NOK 1,001,430,970 . The amount to which the share capital is reduced, will be used to cancel treasury shares.
Reducing share capital by canceling shares will necessitate a corresponding amendment to Article one, first sentence of the Articles of Association, which, with effect from the entry into force of the reduction of capital upon registration in the Register of Business Enterprises, will then read: Orkla ASA is a public limited company with share capital of NOK 1,251,088,712.50 . I don't know where the point fifty kroner comes from. Divided between 1,001,430,970 , fully paid-up shares, each with a par value of 1.25 . Here we have received about 18,000 votes against, that is advance votes. Does anyone vote against the proposal for amortization? That is not the case. All right.
And then another authorization for the board to acquire treasury shares. At the Annual General Meeting on the twelfth of April, 2018, the board was authorized to acquire treasury shares up until the Annual General Meeting in 2019. Each year, the general meeting has authorized the board of directors to buy back treasury shares, and these authorizations have been used for moderate buyback, treasury shares. Under the authorization provided last year, a total of, 20,002,059 , this has actually been reduced now. Shares have been bought back, the aggregate holding of treasury shares as at the date of the latest meeting was 19,410,000,259 . That's been reduced. Board of directors propose the authorization be renewed.
There are several buyback of treasury shares for amortization is one of several means the company has to transfer value to the shareholders, and the value of the remaining shares will increase, and the board of directors wishes to have this means at its disposal. I could say that some other companies have this. They use this as in part of a settlement, but in Orkla, we do not need this. We can actually make cash payments. If there are major things, they would then go to the general meeting. So in this, in a sense, it is the authorization is not that large. As in previous years, shares acquired by the company under the terms of this authorization may only be used for one of the two purposes that I just mentioned for you.
Does anybody have any comments or questions on this? That is not the case. Since we have two purposes here, this will need to be determined individually, then. We need to have a special vote on each of the individual purposes. As regards number one, the proposed text is the general meeting of Orkla ASA, hereby authorizes the board of directors to permit the company to acquire shares in Orkla ASA with a nominal value of up to NOK 125 million, divided among a maximum of 100 million shares, provided the company's holding of treasury shares does not exceed 10% of the shares outstanding at any given time. The amount that it may be paid per share shall be no less than NOK 20, no more than NOK 100.
The Board of Directors have a free hand with respect to methods of acquisition, disposal of treasury shares. The authorization shall apply from the 26th of April, 2019 , till the date of the Annual General Meeting in 2020 , and the second purpose, the authorization shall be, can be used to fulfill current incentive programs adopted for employees, and incentive programs for employees adopted by the general meeting under item 33 of the agenda, and the third, the authorization may be used for the acquisition of shares for amortization as regards point 6. Votes for proposal number 2, 453,155 votes against, and for item 3, 535,737 votes against. Is anybody here who wishes to vote against one or both of these proposals?
That is not the case, then this motion has been adopted against the advance votes given. This brings us then to item seven to eleven, the election decisions. Of course, there is a lot of excitement here for the... I will give you account of the work of the Nomination Committee . The proposal is dated the eighteenth of March, 2019 , has been available for shareholders on the website of the company since then. You know, the following discussion of these points. First, I will give you an overall report of the committee's proposals and its work, and then we will go back and carry out the votes in each individual case. The committee has consisted of myself as chair, Leiv Askvig , Nils-Henrik Pettersson , and Karin Bing Orgland as members.
In addition, the committee is supplemented by elected representatives of the employees, Vidar Dahl, and his voice is heard in the determination of remuneration. Leiv Askvig , Karin Bing Orgland, and I myself were last year elected for a period of two years, and that will not be elected this year. Nils-Henrik Pettersson was in 2017 elected for two years, and he is up for election this year. The composition fulfills the interests of the shareholder community, and fulfills the criteria for this stated in the Norwegian Code on Governance. Nils? And the position is in Canica, but he doesn't work for Canica. He is an independent lawyer.
Karin Bing Orgland has a practice from the Norwegian market, and took over after Olav Sjaastad from the Norwegian Public Insurance Company. Leiv Askvig , who was CEO of Sundt AS, a family-owned company with national and international interests, a long experience from both Norwegian and the labor market, in particular view as to how questions can be considered by foreign investors. And I, myself, I'm tasked making sure that all of this is worked out well in a good way. The general meeting has provided a separate instruction for the Nomination Committee . The instruction is available on the website of Orkla, and contains rules concerning its composition and elections, remuneration, its tasks, and the requirements concerning composition and independence.
I don't think these are important to look at now. They are on, they're essentially uncontroversial matters. The Nomination Committee has had six meetings in connection with the progression of this year's recommendations. The Committee has reviewed evaluation of the Board of Directors, and has had conversations with most of the members of the Board and Orkla's CEO. Information about how shareholders can provide information or proposals to the Nomination Committee have been available on the website of the Committee. The Committee has, in addition, actively contacted the largest shareholders for comments and proposals. Of course, we have ordinarily we will have discussions with the two largest owners, Canica and the Norwegian National Insurance Scheme Fund.
This year, we have not received any letters regarding this point. The work that we carry out is closely connected with the work of the board of directors in Orkla. We receive reports about the strategic plans the board is following, cannot propose board members unless we know what the board considers to be important, and from the recommendations made by the CEO. We have a focus on some long-term thinking in the future, and I will review this in respect to the question I received from the audience here. I will say that we have a generous phase, but Orkla, we catch what is of their concern there, and also outside in the world.
As somebody mentioned, the board, perhaps, when we're now proposing re-election since the eighteenth of March, they may question why we have not proposed any replacements, particularly since the share price is falling. And I can give you an answer to this now already. It is a very short-term consideration. We do have replacements in the board of Orkla, considering few board members we've had. We've had quite a number, high number of replacements. Last year, we had a new board member, Peter Agnefjäll, who was previously Group CEO in IKEA. He made sure that IKEA moved into the digital phase. He was of our comrades closest worker. He had these.
When they're selling IKEA furniture in the near future, they needed a digital store and digital business, and here, many people have an experience of this. He had expertise at Orkla, for their own part, as a supplier of physical goods, wanted to or could benefit from, and we also had a new board member, Liselott Kilaas, sitting here; she came from Aleris. With respect to what we are concerned with, combined with two circumstances. She had a lot of board experience. She was awarded the title of best board member last year, but we have attached importance to as my indirect relationship.
She has, as a Chair of Aleris, she had a long experience of services supplied and for this providing services in addition to physical goods. That's an important perspective. In addition, she has also worked for many years with healthcare issues, as we heard, Mr. Lukassen also mentioned the importance of... So we disagree with the criticism this year, in particular. Of course, we gave our proposal the same day as the CEO notified us that he wished to resign. There is an additional element that you don't need to replace everybody at the same time. In respect to this, it has been an okay year, and the board will remain in place. We have a great focus on the long-term value creation.
Of course, we could not predict that there would be attacks on the sugarless mineral water either. This is then the proposal by the Nomination Committee for the members. We will do it in this way. We propose the re-election of Stein Erik Hagen, Grace Reksten Skaugen, Ingrid Jonasson Blank, Lars Dahlgren, Nils Selte, Liselott Kilaas, and Peter Agnefjäll, and I think we will also include you in that we propose that Caroline Hagen Kjos also be the deputy for Stein Erik Hagen and Nils Selte. If Stein Erik Hagen does not currently Caroline Hagen Kjos , who will be the board chair of the board, it will be Grace Reksten Skaugen.
She will, as a personal, she will then advance, but if Hagen is off, then his daughter will replace him. We have votes against the individual members. These, I think it's unnecessary to mention the vote. They will be included in the minutes, but not mentioned here. We wish to re-elect the board on total. And but for the period can be set at two years. It is our opinion that this will give us a greater flexibility. We propose that the term of office be set at one year. We then, if we go back, and this is the first decision, we go to the next decision.
We propose that we elect the Chair of the Board, Stein Erik Hagen, and the Deputy Chair of the Board, Grace Reksten Skaugen. And there is one more, I think. Is this before we get to the...? No, yes, there is. Rather, that is the election of the nomination. We would propose the re-election of Nils-Henrik Pettersson to the Nomination Committee . The question then is if we could take the elections to the board first, apart from these votes against anybody in the audience who wish to vote against, so we can vote for the entire board proposal. Then we can secure continuity. There are no votes against. Anybody who wishes to vote against our proposed board? No, that is not the case. Then these you have now been reelected.
Thank you very much, and congratulations. Is there anybody who would vote against the Chair of the Board, Stein Erik Hagen, and the Deputy Chair of the Board, Grace Reksten Skaugen? Then you are being reelected. And anybody who would vote against Nils-Henrik Pettersson being reelected for as a member of the Nomination Committee? There is not the case, then he is now through as well. And then to the question of remuneration for the members of the Board. And we see that the Chair of the Board, these figures have been mentioned by the committee, and in the report, they are shown on screen. I just see no reason to read all of these amounts here. But our proposal here is that there be a cautious increase.
There is different practice in various companies, but in Orkla, this is increased in line with the consumer price index. This is not a result of a well-thought-through policy. The annual general meeting decided in 2017 that the board's shareholder elected members each year use one third of the gross board fee to purchase shares in Orkla ASA until they own shares of Orkla to a value corresponding to twice their gross board fee. All of the candidates confirmed they will follow these guidelines. I won't see no reason to go through this, but this is not a separate scheme for employees within the company. We can then go to- Yeah.
Actually, we'll take one step back, and then we'll vote for the remuneration proposal. That's one for the members of the board and then for the compensation committee and the audit committee. And then, of course, the committee work also have members that are also part of the board, but they have additional responsibilities. How many committees the board should have? I mean, this is not a problem in Aker. Of course, there are some specialized work that should be remunerated for members of the various committees. There are some varying practices in other countries, in other companies regarding this. Here, well, like 950,569 votes against have been said.
Then also, I forgot to say that under eight one, regarding chair of the board, there was some votes against, and also, 2,169,000,050 votes against under item nine. Are there anyone voting against the proposed remunerations? Something is said off mic. The interpreters can unfortunately not hear what they say. How can an elected board members get paid any less than others? Because if you're elected to the board, then all members should be paid the same. Well, there was. One was, you wanted to vote against, and I make a note of this. Is it then okay if you give your vote here and that we record this in the minutes, or would you like to ask for a written ballot? No, you don't.
All right, then we will include the vote you just voiced against, in addition to the advance votes. There was also a question regarding shareholder-elected members and employee elected members. Would anyone like to comment on that? Well, the answer is quite simple. Employees also receive salaries from the company in addition to the remuneration for serving on the board, while the other members of the board are elected to serve on the board only. The attendee continues to voice a comment. The interpreters can unfortunately not hear because he's talking off mic. The chair said...
In addition to what the chair of the board says, is that the shareholder-elected members of the board are obliged to also acquire shares, while the employee-elected representatives and members can choose to acquire shares. The attendee, the delegate, continues to make comments. The moderator states that is not the case. That is a misunderstanding. I accounted for this scheme last year, and it is true, this is very complex legal issue. There was a 25% discount allowing employees to buy shares at this discount. That is not the case for the members of the board.
In Aker, there is also discrepancy between members of the shareholders, elected member of the board and the employee-elected member of the board, but the discrepancy is smaller than in other listed companies. We have received some votes against, some advance votes against. We have noted your additional vote against, and I will now address the point of remuneration of the members of the Nomination Committee . Similarly, as for board members fee, there is a conservative increase. I don't see any reason to read out the numbers. Would anyone like to vote against here? We also need to read out the votes against, the advanced vote against. 168 ,000 voted against. Anyone in attendance to vote against? That is not the case. This resolution has hereby been adopted with the advance votes against duly noted.
We have now come to a point that is particularly interesting for our auditor, Mr. Mamelund , and that is the remuneration of the auditor's fee. The cost of statutory auditing services for Orkla is NOK 3,353,034. The aggregate fee to Ernst & Young for the group in 2018 totaled approximately NOK 40 million, but also included some consultancy services of NOK 9 million, and the other auditors came to about NOK 2.6 million. Refer to note five in the accounts of Orkla ASA for a more detailed discussion. As the observant reader will see, there is a slight discrepancy between the amount to be approved by the general meeting and the amount stated in the annual report.
This is because the amount in the annual report complies with the Financial Supervisory Authority. Votes against the proposal, or are there any questions? Well, I have positions that is not allowed under the Auditors Act, but the services may pertain to reviewing some of the accounts in potential companies, and then we also report to some internal control functions. These are functions that do not impact on our independence as auditors, but of course what we do is... All right, then we go back to the question of whether or not we can vote in favor of the proposal. Just over NOK 3 million in auditor fees. Anyone against? If not, this resolution is adopted with the votes against the register.
At this point, there are no more items on the agenda that require discussion by the general meeting. I would like to ask Ann-Kristin Brautaset to remain in the venue to cosign the minutes. But before we do that, there is an opportunity to ask any final questions or make any comments. Everybody seems to have said what they need to do. No, there is one person there. Please go ahead.
My name is Bjørn Clausen. Could you hold your microphone a little bit closer? It will be interesting at the next general meeting to perhaps be given some information about how the board works, how tasks are distributed between the various board members. We will take that under advisement. There is something mentioned about that in the annual report on the work of the board and in the.
But also, we do have an evaluation of the board members in the Nomination Committee s. We have access to this. This is a very thorough review, an internal review, how the board works, and particularly the attendance of the board members, which is very high in Orkla. These are things that we go very thoroughly through. We will look in this report to see whether we can supplement this to make it more comprehensive, since you are asking a question, but for the time being, we'll take this under advisement. Finally, it is the case that I would like to pass the floor to the chair of the board. This year is a rather special annual general meeting. Please go ahead, Stein Erik Hagen. I'll talk for the... Thank you, Mr. Moderator.
As CEO of Orkla, and given the events, there have been major challenges, but you have tackled them so well, with a total return for shareholders of 86% over a five-year period. We should be reasonably, or extremely, grateful for these last five years. We've worked closely, almost a year, a whole life together. We all understand that chairing and leading a company such a large and complex company is a demanding task. Everything, it takes time, and you have... I was surprised when you came and told me that you wish to resign, but when I thought through things and we spoke about it, I did understand it in many ways, but I'd like to thank you immensely for your fantastic efforts.
I think the whole shareholder community will subscribe to that, and we've had a great return on investment in this period, and I'd like to give you some flowers. Thank you for your efforts. Thank you.