23 May 2023
At the annual general meeting today of Stendörren Fastigheter AB (publ) (the “Company”), the shareholders resolved mainly on the following points in accordance with the presented proposals.
Adoption of the consolidated statement of comprehensive income and consolidated statement of financial position of 2022 and discharge from liability
The annual general meeting adopted the Company’s consolidated income statement and the consolidated balance sheet, and the income statement and the balance sheet of 2022. The annual general meeting resolved that the Company’s available funds shall be carried forward and that no dividend shall be paid to the shareholders. The annual general meeting resolved to discharge the board of directors and the CEO from liability for the administration of the Company for the financial year 2022.
Election of board members, auditors, and fees to the board of directors and auditors
The annual general meeting resolved that the board of directors, for the time until the next annual general meeting, shall consist of six ordinary members without deputies, and that the Company shall have one auditor which shall be a registered public accounting firm.
Seth Lieberman, Helena Levander, Andreas Philipson, Carl Mörk, Henrik Orrbeck and Nisha Raghavan were re-elected as board members for the time until the end of the next annual general meeting. Andreas Philipson was re-elected as chair of the board of directors. BDO Mälardalen AB was re-elected as the Company’s auditor and it was noted that the authorised public accountant Johan Pharmanson will be the auditor in charge for the period until the end of the next annual general meeting.
The annual general meeting resolved that fees to the members of the board of directors shall be paid with SEK 500,000 to the chair of the board of directors, with SEK 250,000 to each member of the board of directors, with SEK 80,000 to the of audit committee and SEK 30,000 to each other member of the audit committee as well as with SEK 60,000 to the chairman of the remuneration committee and SEK 20,000 to each of the other members of the remuneration committee.
It was noted that the re-elected board member, Henrik Orrbeck, who is employed by EQT, will waive his board fee for the time until the next annual general meeting. It was resolved that the fee to the auditors shall be paid in accordance with approved invoice.
Resolution regarding principles for appointing the nomination committee
The annual general meeting resolved on principles for appointment of a nomination committee in accordance with the nomination committee’s proposals, meaning, inter alia, that the nomination committee shall consist of the chair of the board of directors together with three other members appointed by the three largest shareholders in terms of votes as of 31 August 2023, where each such shareholder is entitled to appoint one member.
Resolution on remuneration report
The annual general meeting resolved to approve the board of directors’ remuneration report.
Resolution to adopt a long-term incentive programme in the form of warrants
The annual general meeting resolved, in accordance with the board of directors’ proposal, to adopt a long-term incentive programme, including not more than 65 participants. The resolution entails an issue of a maximum of 180,000 warrants. Each warrant entails a right to subscribe for one series B share in the Company.
Resolution to authorise the board of directors to issue shares, warrants and/or convertibles
The annual general meeting authorised the board of directors to, up until the next annual general meeting, on one or several occasions, with or without deviation from the shareholders’ preferential rights, with cash payment or payment through set-off or in kind, or otherwise with conditions, resolve to issue shares of class A or B, convertibles for shares of class A or B or warrants for shares of class A or B, as well as preferential shares. However, a share issue with deviation from the shareholders’ preferential rights may not result in an increase of the number of shares in the company by more than a total of 10 percent calculated on the basis of the number of shares when the board of directors exercises the issuance authorisation for the first time. If the board of directors resolves on a share issue without preferential rights for the shareholders, the reason shall be to be able to broaden the ownership circle, to acquire or to enable the acquisition of working capital, to increase the liquidity of the share, to carry out company acquisitions or to acquire or to enable the acquisition of capital for company acquisitions. In the event of such deviation from the shareholders' preferential rights, the issue must be carried out on market terms and conditions.
For further information, please contact: Erik Ranje, CEO, telephone +46 (0) 70-308 52 09, firstname.lastname@example.org or Per-Henrik Karlsson, CFO, telephone +46 (0) 72 158 70 92, email@example.com or visit www.stendorren.se/en/
The information was submitted for publication, through the agency of the contact persons set out above, at 16:30 CEST on 23 May 2023.
Stendörren Fastigheter AB (publ)
Stendörren Fastigheter AB (publ) is an expansive property company listed on Nasdaq Stockholm Mid Cap. Our business concept is to create profitable growth in net asset value by managing, developing and acquiring properties and building rights within logistics, warehouse and light industry in Nordic growth regions. When commercially viable, we rezone such existing properties and thereby create residential building rights for further in-house development and management, mainly in Greater Stockholm and the rest of the Mälardalen region.
For more information about Stendörren Fastigheter AB (publ), see: https://www.stendorren.se/en/