The AGM of Nederman Holding AB (publ) took place on 24 April 2023. A total of 27 341 494 shares were represented at the meeting, equivalent to 77,91% of all shares outstanding.
Adoption of the income statement and the balance sheet and dividend
The income statement and balance sheets were adopted and the meeting resolved in accordance with the proposal of the Board and the CEO for a dividend for 2022 of SEK 3.75 per share.
Discharge from liability
The Board members and the CEO were discharged from liability for their administration of the company for the financial year 2022.
Fees to the Board of Directors and the auditor
The meeting approved Board fees for 2023 to a total fee of SEK 2,009,000, of which SEK 773,000 to the Chairman of the Board and SEK 309,000 to each of the other AGM elected Board members, with the exception of the CEO.
The meeting approved a remuneration for the Audit Committee of SEK 108,000 to the Chairman and SEK 71,000 to other member of the Committee and remuneration for the Remuneration Committee of SEK 54,000 to the Chairman and SEK 27,000 to other member of the Committee.
Fee to the auditor shall be paid according to approved invoices.
Election of the Board of Directors and auditor
Ylva op den Velde Hammargren, Gunilla Fransson, Sam Strömerstén, Johan Menckel and Sven Kristensson were re-elected as Board members. Anders Borg was elected as new member of the board. Johan Menckel was re-elected as the Chairman of the Board.
Ernst & Young AB was re-elected as accounting firm, until the end of the AGM 2024 with authorised public accountant Andreas Mast as principal auditor.
The meeting resolved to approve the Board’s remuneration report pursuant to Chapter 8, Section 53 a of the Swedish Companies Act, regarding the financial year 2022.
Guidelines for remuneration for senior executives
The AGM resolved in accordance with the Board’s proposal for guidelines for remuneration and other terms of employment for senior executives.
Decision on transfer of the Company’s own shares under the LTI programme 2021-2022
The AGM resolved in accordance with the Board’s proposal for transfer of own shares under LTI programme 2021-2022. LTI Programme 2021-2022 were closed according to plan on 31 December 2022 and ten senior executives shall receive a bonus in accordance with the programme’s terms and conditions. The Board’s proposal entails that Nederman Holding AB shall transfer 14,349 own shares to the participants and the participants shall hold the shares for at least three years.
Authorisation for the Board of Directors to acquire and transfer of the company’s own shares
The AGM resolved in accordance with the Board’s proposal for authorisation for the Board to acquire and transfer of the company’s own shares. The authorisation entails that the Board has the right to acquire and transfer of own shares, respectively, on one or more occasions during the period until the AGM 2024. Acquisition of own shares may take place on Nasdaq Stockholm at a price within the interval between the highest buying price and lowest selling price, respectively, and the company’s holdings of own shares may amount to a maximum of ten per cent of all outstanding shares. Transfer of own shares may be made of a maximum number of shares that are held by the company at the time of the Board’s decision and which are not required for the delivery of shares under the company’s incentive programme. Transfer of own shares may take place on Nasdaq Stockholm and as payment of the purchase price for the acquisition of companies or businesses or in connection with a merger, whereby the payment shall correspond to the assessed market value and may be made in cash, in kind or by set-off of a receivable. Transfer may be made with deviation from the shareholders’ preferential rights.
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Nederman is an environmental technology company and a global leader in industrial air filtration dedicated to capturing, measuring, controlling and cleaning air to make industrial production more efficient, safe and sustainable. Based on industry leading products, solutions and services in combination with an innovative IoT platform we deliver knowledge and facts needed to optimise performance and guarantee emissions compliance to protect people, planet and production.
The Nederman Group is listed on Nasdaq Stockholm. The Group has approximately 2 500 employees and presence in more than 50 countries. Learn more at nedermangroup.com
Nederman Holding AB (publ), P.O. Box 602, SE-251 06 Helsingborg, Sweden.
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Corporate registration number: 556576-4205