Insplorion: Report from the Annual General Meeting
May 10, 2023
The meeting approved the results and balance sheet of both the company and the group. The AGM resolved to dispose of the company’s results in accordance with the Board’s proposal. No dividend will be paid for the 2022 financial year.
The meeting resolved to discharge the Board and the CEO from liability.
The meeting decided that a fee of SEK 200,000 be paid to the Chairman of the Board and a fee of SEK 100,000 to each of the other board members. It is proposed that remuneration to the auditor shall be paid on open account.
The meeting decided that Johan Ehinger (Chairman of the Board), Jan Burenius and Magnus Jonsson to be re-elected. Hedvig Paradis and Daniel Johansson were elected new board members.
Ulla-Britt Fräjdin-Hellqvist and Anders Sandell have both declined re-election.
The meeting decided that KPMG, is appointed auditor with Daniel Haglund as representative.
The meeting decided that the Company’s Nomination Committee for the Annual General Meeting 2024 shall consist of three members. The chairman of the board shall, as soon as the registered ownership relationships in the Company as of September 31 are known, contact the three largest registered shareholders in terms of votes and ask them to appoint one member each to the election committee. If any shareholder declines to appoint a representative, the following shareholders in order of size must then be given the opportunity to appoint a representative until three owner representatives have been appointed. The members thus appointed shall constitute the election committee.
The general meeting decided to authorize the board to, on one or more occasions, during the period until the next annual general meeting, with or without preferential rights for the shareholders, decide on issue of shares, issue of convertibles and warrants. The issuance decision must be made against cash payment and/or with a provision for in-kind or set-off or that subscription must be made under other conditions. The reason why the board must be able to decide on an issue with a deviation from the shareholder’s pre-emptive right and/or with a provision for in-kind and set-off issue or else with conditions as above is that the company must be able to issue shares, warrants and/or convertibles in connection with the acquisition of companies or movements, as well as being able to carry out targeted issues with the aim of acquiring capital for the company. Issuance may take place of the equivalent of a total of no more than 20 percent of the company’s share capital at the time the authorization is used. The board or the appointed party is authorized to make the minor adjustments required for the registration of the decision at the Swedish Companies Registration Office. The decision shall be valid if supported by shareholders holding at least two thirds of the votes and the shares represented at the Annual General Meeting.
Questions are answered by:
Per Giljam, CFO Insplorion AB, +46 734 23 50 10 or email@example.com
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