The following resolutions were passed at the Annual General Meeting (the “AGM”) of BYGGFAKTA GROUP Nordic HoldCo AB (publ) (“Byggfakta” or the “Company”) held today, on 24 May 2022.
Adoption of income statement and balance sheet for the financial year 2021 and discharge from liability
The AGM resolved to adopt the income statement and the consolidated income statement for the financial year 2021 as well as the balance sheet and the consolidated balance sheet as of 31 December 2021, as set out in the annual report. The members of the Board of Directors and the managing director were discharged from liability for the financial year 2021.
Allocation of profits
The AGM resolved, in accordance with the Board of Directors’ proposal, that no dividend be paid for 2021 and that the profits available to the AGM shall be carried forward.
Election of Board members, auditors, fees to the Board of Directors and auditors
The AGM resolved, in accordance with the Nomination Committee’s proposal, that the number of members of the Board of Directors shall be five without deputies and that the number of auditors shall be one registered accounting firm.
In accordance with the Nomination Committee’s proposal, Henrik Lif, Naveen Wadhera, Helene Willberg and Louise Shaljean Ellison were re-elected as members of the Board of Directors. Further, Arash Sundin Alidoost was elected new member of the Board of Directors in accordance with the Nomination Committee’s proposal. All elections for the period until the end of the next Annual General Meeting. Henrik Lif was re-elected as the Chairman of the Board of Directors. The registered audit firm PricewaterhouseCoopers AB was re-elected as auditor of the Company, with Aleksander Lyckow as auditor-in-charge, for the period until the end of the next Annual General Meeting.
The AGM further resolved to, in accordance with the Nomination Committee’s proposal, that fees to members of the Board shall be paid with SEK 550,000 to the Chairman of the Board, SEK 350,000 to each of the other members of the Board, SEK 150,000 to the Chairman of the Audit Committee and SEK 50,000 to each of the other members of the Audit Committee. The AGM further resolved, in accordance with the Nomination Committee’s proposal, that the remuneration to the auditor shall be paid in accordance with approved statement of costs.
Approval of the Board’s remuneration report
The AGM resolved, in accordance with the Board of Directors’ proposal, to approve the Remuneration Report for the financial year 2021 that has been prepared by the Board of Directors.
Adoption of a long-term incentive programme
The AGM resolved, in accordance with the Board of Directors’ proposal, to adopt a long-term share‑based employee stock option programme (LTI 2022/2025) directed at senior executives and key individuals within the Byggfakta group. The rationale behind the incentive programme is, among other things, to ensure that key employees, high potentials, senior management executives, and senior executives within the Byggfakta group shall be given the opportunity to become long-term shareholders and take part in, and work for, a positive value development of the share in the Company and be able to retain and recruit competent and committed staff. In order to enable the incentive programme, the AGM also resolved to authorise the Board to resolve on repurchase of no more than 2,200,000 shares in the Company and the right to transfer no more than 2,200,000 shares to participants.
Authorisation for the Board of Directors to resolve on new share issues
The AGM resolved, in accordance with the Board of Directors’ proposal, to authorise the Board of Directors, for the period until the end of the next annual general meeting, on one or several occasions and with or without deviation from the shareholders’ preferential rights, to resolve on new share issues. The authorisation may be utilised for new issues of shares, which may be made with provisions regarding contribution in cash, in kind or through set-off corresponding to not more than ten (10) per cent of the registered share capital in the Company at the time of the issue resolution. The subscription price shall be determined on market terms and conditions.
For more information, please contact:
Fredrik Sätterström, Head of Investor Relations, Byggfakta, +46 (0) 70 510 10 22, [email protected].
The information was submitted for publication, through the agency of the contact person set out above, at 19.35 CEST on 24 May 2022.
Byggfakta Group, headquartered in Ljusdal, Sweden, with origins dating back to 1936, is a leading digital platform providing solutions connecting construction value-chain participants, maximising sales and improving efficiency for its customers. The Company’s core offering lies across four product segments, targeting different stakeholders in the construction value chain, namely (i) Project Information – a business intelligence sales lead platform; (ii) Specification – specification software digitalising the specification writing process; (iii) Product Information – an online platform that allows suppliers to showcase their products online, and provides buyers with a comprehensive catalogue of curated construction products; and (iv) e-Tendering – eSourcing and eProcurement software.