The shareholders of
Registration
Shareholders who, through postal voting, wish to attend the Annual General Meeting must
- be recorded as shareholder in the share register kept by
- give notice of intent to attend no later than Friday
Nominee-registered shares
Shareholders that have their shares registered in the name of a trust or nominee must, in addition to giving notice of their intent to attend the meeting, request that they be temporarily recorded in the share register kept by
Postal voting
The Board of Directors has resolved that the Annual General Meeting will be held without physical presence of shareholders, their representatives or external parties, and that shareholders can exercise their voting rights only via postal voting before the Annual General Meeting. Voting form will be available on the Company website, https://www.ghp.se/english/investor-relations/corporate-governance/annual-general-meeting. The completed and signed form and any documents of authority, if applicable, shall in due time be sent to the Company by mail to
Shareholders represented by proxy or representative must submit a proxy to the Company for the representative. Anyone representing a legal entity must submit a copy of the current Certificate of Registration or similar authorisation documents indicating authority to sign on behalf of the Company. The proxy may not be valid for a period longer than five years. Proxy forms are available at the Company and on the Company website, www.ghp.se.
The information provided in the postal voting forms will only be used for the Annual General Meeting 2022.
Proposed agenda
1. Election of Chairman of the meeting.
2. Election of one or two people to verify the minutes.
3. Preparation and approval of the voting list.
4. Approval of the agenda.
5. Determination as to whether the meeting has been duly convened.
6. Presentation of the annual report and the auditor’s report as well as the consolidated financial statements and the auditor’s report on the consolidated financial statements.
7. Resolutions on
a) adoption of the income statement and the balance sheet as well as the consolidated income statement and the consolidated balance sheet,
b) allocations of the Company’s result in accordance with the adopted balance sheet,
c) discharging the Board Members and the CEO from liability:
i)
ii) Bo Wahlström (Board Member)
iii)
iv)
v)
vi)
vii) Daniel Öhman (CEO)
8. Resolution on the remuneration report.
9. Determination of the number of Board Members and auditors:
a) Number of Board Members
b) Number of auditors
10. Determination of fees to the Board Members and the auditor:
a) Fees to the Board Members
b) Fees to the auditor
11. Election of the Board of Directors, Chairman of the Board and auditor:
a)
b) Daniel Öhman, Board Member (new election)
c)
d)
e) Johan Cagmo, Board Member (new election)
f)
g)
12. Closing of the meeting.
Election of Chairman of the meeting (agenda item 1)
The Board of Directors proposes that
Election of one or two people to verify the minutes (agenda item 2)
The Board of Directors proposes that
Preparation and approval of the voting list (agenda item 3)
The voting list proposed for approval under item 3 is the voting list prepared by the Company, based on the share register and submitted postal votes, and verified by the person assigned to verify the minutes.
Resolution on allocations of the Company’s result in accordance with the adopted balance sheet (agenda item 7b)
The Board of Directors proposes that the funds at the Annual General Meetings’ disposal shall be carried forward, and thus no dividend shall be distributed to the shareholders.
Resolution on the remuneration report (agenda item 8)
The Board of Directors proposes that the Annual General Meeting approves the remuneration report for the financial year 2021, which has been prepared in accordance with Chapter 8, Section 53 (a) of the Swedish Company Act.
Determination of the number of Board Members and auditors (agenda item 9)
The Principal Owner proposes that the number of Board Members elected by the Annual General Meeting should be five without any deputy Board Members. The Board of Directors proposes that an authorised audit firm shall be appointed as auditor, without any deputy auditors.
Determination of fees to the Board Members and the auditor (agenda item 10)
The Principal Owner proposes that no fees shall be paid to the Board Members. The Principal Owner proposes that the fees to the auditor shall be paid in accordance with approved invoices.
Election of the Board of Directors, Chairman of the Board and auditor (agenda item 11)
The Principal Owner proposes new election of
Information about the persons proposed to be elected as Board Members
Background: Country head
Education: M.
Other assignments: Director of Operations and Development Sweden, Ramsay Santé.
Daniel Öhman, born 1980
Background: CEO at GHP's subsidiary GHP Ortho Center IFK-Kliniken. Employed in GHP since 2006.
Education:
Other assignments: CEO at GHP. Chairman and member of the Board at several of GHP’s subsidiaries.
Background: Chartered public accountant in
Education: Master of Science in Business Administration and Economics,
Other assignments:
Background: SVP Group Communication and Public Affairs in
Education: Bachelor’s degree in
Other assignments: Chief Strategy and Public Affairs Officer,
Johan Cagmo, born 1984
Background: Audit and M&A, PwC. Employed in Capio since 2012.
Education: MSc in Business Administration, the
Other assignments: Corporate Finance Manager, Capio Nordics.
The Board of Directors proposes that
Shareholders’ right to obtain information
Shareholders are welcome to submit questions and request information from the Board of Directors and the CEO about conditions that may impact the assessment of any item on the agenda, about conditions that may impact the assessment of the Company’s or subsidiaries’ financial situation, and about the Company’s relation to any other Group company. Such questions and requests shall be submitted in writing no later than ten days before the Annual General Meeting, Friday
Documents
The annual report, the remuneration report, the audit report, the auditor’s statement in accordance with Chapter 8, Section 54 of the Swedish Companies Act as well as other documents in accordance with the Swedish Companies Act, will be available at the Company and on the Company’s website www.ghp.se no later than Monday
Number of shares and votes
As per the day of this notice, the total number of outstanding shares and votes in the Company is 70,256,949.
Handling of personal data
For information on how personal data is processed in connection with the Annual General Meeting, please refer to the privacy policy that is available on Euroclear’s website, https://www.euroclear.com/dam/ESw/Legal/Privacy-notice-bolagsstammor-engelska.pdf.
The Board of Directors
This is a translation of the Swedish version of the notice. When in doubt, the Swedish wording prevails.
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