At the annual general meeting (the "AGM") of
Adoption of the balance sheet and income statement, disposition regarding the Company's results and discharge from liability etc.
The AGM adopted the Company's balance sheet and income statement and consolidated income statement and consolidated balance sheet.
The AGM resolved, in accordance with the board of directors' proposal, that of the funds at the disposal of
The AGM also discharged the board members and the CEO from liability for the financial year 2023.
The AGM resolved to approve the board of directors' remuneration report for 2023.
Remuneration to the board of directors and auditor
The AGM decided that remuneration to the board of directors for the upcoming mandate period shall be payable in an amount of
The AGM decided that remuneration to the auditor shall be paid according to approved invoice.
Election of board members and auditor
The AGM resolved that the board of directors shall consist of six (6) ordinary board members without deputies. For the period until the end of the next annual general meeting the AGM re-elected the current board members Peter Rejler,
A presentation of the members of the board of directors is available on the Company's website.
The AGM resolved to re-elect the registered audit company
Resolution regarding amendment of guidelines for remuneration to senior executives
The AGM resolved to amend the guidelines for remuneration to senior executives in accordance with the board of directors' proposal, entailing that, in addition to certain editorial changes, the limit for extraordinary remuneration is changed from 65% of the fixed annual salary, together with the variable remuneration, to 100% of the fixed annual salary.
Resolution on amendment of the articles of association
The AGM resolved, in accordance with the board of directors' proposal, to amend the limits of the shares and share capital and to make certain additional editorial amendments to the articles of association.
Resolution on authorisation for the board of directors to decide on acquisition and transfer of own shares
The AGM resolved to authorise the Company's board of directors to decide on the acquisition of own Class B shares mainly as follows.
Acquisitions may take place on Nasdaq Stockholm or in accordance with an acquisition offer to all shareholders of a maximum number of Class B shares such that the own holdings do not at any time exceed ten (10) per cent of all shares in the Company. Acquisitions of Class B shares on Nasdaq Stockholm may only take place at a price within the price interval registered at all times on Nasdaq Stockholm and acquisitions in accordance with an acquisition offer shall take place at a price corresponding to the market price at the time of the offering at the lowest with a maximum deviation of a 20 per cent increase. The authorisation may be used on one or more occasions, although until the 2025 Annual General Meeting at the longest.
The AGM resolved to authorise the Company's board of directors to decide on the transfer of own Class B shares mainly as follows.
Transfer of Class B shares may only take place outside Nasdaq Stockholm, with or without preferential rights for the shareholders and with or without provisions in kind or a right of offset. Such transfer may take place at a price in money or value on received property that matches the market price at the time of the transfer on the shares transferred with the deviation that the board of directors finds suitable. The number of Class B shares that may be transferred shall amount to a maximum of ten (10) per cent of the total number of shares in the Company. Transfer in connection with business acquisition may take place at a market value assessed by the board of directors. The authorisation may be used on one or more occasions, although until the 2025 Annual General Meeting at the longest.
Authorization for the board of directors to decide on new share issues
The AGM resolved to authorise the board of directors, on one or more occasions until the next Annual General Meeting, with or without deviation from the shareholders' preferential rights, to decide on a new share issue of a total number of Class B shares corresponding to a maximum dilution of ten (10) per cent at the time of the Board's first resolution under the authorisation. Payment shall be able to be made in cash, in kind, by offset or otherwise in accordance with terms.
For further information, please contact:
Peter Rejler, Chairman of the Board, +46 (0)70 602 34 24, peter.rejler@rejlers.se
Anna Jennehov, CFO, +46 (0)73 074 06 70, anna.jennehov@rejlers.se
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