nomination committee
The 2025 annual general meeting approved the principles for appointing the nomination committee for the next AGM.
The nomination committee must consist of four members. The three, in terms of votes, largest shareholders/owner groups as of 31 August the year prior to the next AGM, according to the list of shareholders in the share register maintained by Euroclear Sweden AB or that in another way are proven to be among the largest shareholders, are entitled to appoint one member each of the nomination committee. In addition, the Chairman of the Board of Directors is to be appointed a member of the nomination committee. The Chairman of the Board shall no later than 15 October the year prior to the next AGM summon the largest shareholders. If any of these shareholders waive their right to appoint a nomination committee member, the next shareholder/owner groups in order of size shall be given the opportunity to appoint a member.
Neither the CEO nor any other member of senior management may be a member of the nomination committee. The Chairman of the Board is responsible for calling the nomination committee’s first meeting. The Chairman of the Board may not chair the nomination committee. The committee’s term of office extends until a new committee is appointed. Its composition is to be made public no later than six months before the AGM. If it becomes known that a shareholder that has appointed a committee member, as a result of changes in the said owner’s shareholdings or due to changes in other owners’ shareholdings, is no longer one of the largest shareholders, the committee member who was appointed by the said shareholder shall, if the committee so decides, resign and be replaced by a new member appointed by the shareholder which at the time is the largest registered shareholder that has not already appointed a nomination committee member.
If the registered ownership structure is otherwise significantly changed prior to completion of the committee’s work, the committee's composition shall, if the committee so decides, be changed in accordance with the principles stated above.
The nomination committee's tasks are to prepare for the next AGM proposals for: the number of board directors; remuneration to the Chairman of the Board, other board directors and the auditors; remuneration, if any, for committee work; the board's composition; the election of the Chairman of the Board; the proposed composition of the nomination committee; the election of the AGM chair; and the election of auditors. The company is to pay the reasonable costs that the nomination committee has considered necessary for it to complete its assignment.
The nomination committee for the 2026 AGM is:
- Andreas Jönsson, representing Jesper Ribacka
- Andreas Lindberg, representing Andre Lavold
- Jakob Have, representing Nordic Compound Invest
- Erik Flinck, chairman of the board of Catena Media plc
For the 2026 AGM, the nomination committee prepared proposals regarding the election of chairman and other board directors; the election of auditor; matters relating to fees; the election of AGM chair, and the resolution concerning the nomination committee.