AGM Information • Apr 6, 2021
AGM Information
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Bure Equity AB (publ.) shareholders are hereby notified of the annual general meeting (AGM) to be held on Thursday, 6 May 2021.
Due to the pandemic, the Board of Directors has decided that this year's AGM will be held without the physical presence of shareholders, proxies, or third parties, and that shareholders will have the opportunity to exercise their voting rights only by post prior to the meeting. Information on decisions made by the AGM will be published on May 6, 2021, as soon as the outcome of the postal vote is compiled.
As the AGM will be conducted without the physical presence of shareholders, proxies, and third parties, the CEO will not address the AGM. However, a pre-recorded speech by the CEO will be made available on the company's website prior to the AGM.
Shareholders who wish to participate in the AGM via postal vote should:
For shareholders who have their shares nominee-registered through a bank or other nominee, the following applies in order to be entitled to participate in the AGM. In addition to registering by casting their postal vote, such shareholders must re-register their shares in their own name so that shareholders are registered in the share register held by Euroclear Sweden AB on the record date of Wednesday 28 April 2021. Such re-registration may be temporary (so-called voting rights registration). Shareholders who wish to register their shares in their own name must, in accordance with the respective nominee's procedures, request that the nominee makes such a registration. Registration of voting rights requested by shareholders must be made by the nominee no later than Friday, 30 April 2021 to be included in the compilation of the share register.
The Board of Directors has decided that shareholders shall be able to exercise their voting rights only by postal vote in accordance with section 22 of Swedish law (2020:198) on temporary exceptions to facilitate the conduct of company and association general meetings. A special form must be used for postal votes. This form is available on the company's website, www.bure. se. Completed and signed postal voting forms should be sent by post to Computershare AB, "

Bure AGM", Box 5267, 102 46 Stockholm or by email to [email protected]. Completed forms must be received by Computershare no later than 5 May 2021. Shareholders who are physical people can also cast postal votes electronically with BankID verification on the company' s website, www.bure.se. These electronic votes must be cast no later than 5 May 2021. You may not write special instructions or conditions on your postal vote; doing so will invalidate your vote. Further instructions and conditions are included in the postal voting form.
Shareholders wishing to vote by proxy need to submit a written and dated proxy form, signed by the shareholder, with their postal voting form. Proxy forms are available on the company's website, www.bure.se. If the shareholder is a legal entity, a registration certificate or other authorization documentation should be attached to the proxy form.
The Board of Directors and CEO shall, if any shareholder so requests and the Board of Directors considers that such a request can be met without significant damage to the company, provide information on circumstances that may affect the assessment of a matter on the agenda. Requests for such information must be submitted in writing to the company no later than 26 April 2021, to: Bure Equity AB (publ.), FAO: Max Jonson, Nybrogatan 6, 114 34 Stockholm, or via email to [email protected]. Such information will be made available on the company's website, www.bure.se, and at the company's head office, Nybrogatan 6, 114 34 Stockholm, no later than 3 May 2021. Such information is also sent to the shareholder who requested it and has provided their address.
a) adoption of the income statement, balance sheet, consolidated income statement and consolidated balance sheet

own shares 17. Resolution authorizing the Board to decide on a new share issue 18. Proposal for a resolution to amend the Articles of Association
The Nominating Committee for the 2021 AGM comprises Per Björkman (appointed by the Björkman family), Thomas Ehlin (appointed by Fjärde AP), and Patrik Tigerschiöld (appointed by the Tigerschiöld family). The Nominating Committee has appointed Per Björkman as chairman of the Nominating Committee.
The Nominating Committee proposes that the chairman of the Board of Directors, Patrik Tigerschiöld, or whomsoever the Board of Directors appoints in his absence, be appointed chairman of the AGM and that Niklas Larsson, Wistrand law firm, or whomsoever on the Board appoints in his absence, be appointed to draft the minutes of the AGM.
The voting list that is proposed to be approved is the voting list prepared by the chairman of the AGM on behalf of the company, based on the AGM share register and advance votes received, and checked and approved by the adjusting person.
The Board of Directors proposes that the agenda, which is included in this notice to the AGM, be approved as the agenda for the AGM.
It is proposed that one person be appointed to verify the minutes of the AGM. Thomas Ehlin, representing Fjärde AP, or, in his absence, the person appointed by the Board, is proposed as a person to, together with the chairman, verify the minutes of the AGM. The assignment to verify the minutes from the AGM also includes checking the voting list and that received advance votes are correctly recorded in the AGM minutes.
It is proposed that the AGM approves the convening of the AGM.
The following profit is to be considered by the AGM according to the Parent Company's balance sheet:
Retained earnings SEK 13,002,034,868 Profit for the year SEK 3,241,586,573 SEK 16,243,621,441
The Board of Directors proposes that the profit be distributed as follows:

The proposal entails a dividend of SEK 2 per share in ordinary dividend for the 2020financial year. The record date is proposed to be 10 May 2021. With this record date, the dividend is expected to be paid on 14 May 2021.
For the period up until the end of the next AGM, the Nominating Committee proposes that the Board of Directors shall consist of six (6) standard members and no deputy board members.
The Nominating Committee proposes that for the period up until the end of the next AGM, fees to the Board of Directors be paid in a total amount of SEK 3,725,000, of which SEK 2,100,000 shall be paid to the Chairman of the Board and SEK 325,000 to each of the other ordinary members.
The Nominating Committee proposes the re-election of Board members Carl Björkman, Bengt Engström, Charlotta Falvin, Sarah McPhee, and Patrik Tigerschiöld for the period up until the end of the next AGM. Patrik Tigerschiöld is proposed for re-election as Chairman of the Board for the period up until the end of the next AGM.
The Nominating Committee proposes that a registered auditing firm be elected as the company' s auditor and that the registered auditing firm Öhrlings PricewaterhouseCoopers AB be reelected in such a capacity until the end of the 2022 AGM (with authorised public accountant Magnus Svensson Henryson as Auditor-in-Charge until further notice).
The Nominating Committee proposes that fees to the auditors be paid according to approved account.
The Nominating Committee proposes that the AGM decides to establish principles for the appointment of the Nominating Committee in accordance with the following. The proposal is unchanged from the previous year.

1.
such other certification that the shareholders or shareholder groups can present as proof of their shareholdings on this date. If one or more shareholders decline to appoint a member to the Nominating Committee, one or more additional shareholders in subsequent order of voting rights shall be offered the opportunity to appoint a member to the Nominating Committee. However, no more than five additional shareholders need to be contacted, unless the Chairman of the Board finds special reason to do so. When a shareholder is contacted with a request to appoint a member to the Nominating Committee, the Chairman of the Board shall specify the required rules of order such as the latest reply date etc.
1.2 The Nomination Committee shall consist of a total of at least three members, including the Chairman of the Board who is a member of the Nomination Committee and convenes the first meeting of the Nomination Committee.
1.3 The composition of the Nomination Committee shall be published as soon as it has been decided. The chairman of the nomination committee shall, unless the members of the Committee agree otherwise, be the member who represents the largest shareholder in terms of voting rights. However, the Chairman of the Board or another Board member shall not be the Chairman of the Nomination Committee. The Nomination Committee shall hold its mandate until a new Nomination Committee is appointed. Fees shall not be paid to members of the Nomination Committee.
1.4 The Nomination Committee may, within itself and by co-opting the required additional member or members, appoint a Nomination Committee specially appointed for the appointment of auditors, (according to item 2.1 below). If this occurs, this shall also be published in accordance with what is stated above in this item. In this way, all shareholders must be made aware of which persons can be contacted in nomination matters.
1.5 A member of the Committee shall leave the Nomination Committee if the shareholder who appointed the member no longer has the substantial share ownership as when the member was appointed. If the Nomination Committee subsequently no longer has at least three members, the Chairman of the Board shall take steps to ensure that a new member is appointed in accordance with the principles set out in item 1.1. However, unless there are special reasons to do so, no changes shall take place in the composition of the Nomination Committee if only minor changes in the number of voting rights have occurred or such a change occurs later than two months before the AGM.
1.6 Shareholders who have appointed a representative as a member of the Nomination Committee have the right to dismiss such a member and appoint a new representative as a member of the Nomination Committee.
2.1 The Nomination Committee shall prepare and submit proposals to the AGM for:

election of and remuneration for the Chairman of the Board and members of the Board of Directors and, where applicable, other special committees that the AGM may decide to appoint
election of and fees for auditors and, where applicable, deputy auditors
2.2 The Chairman of the Board shall, in an appropriate manner, notify the Nomination Committee of information on the Board's competence profile and working methods.
3.1 The Nomination Committee shall meet as required in order for it to be able to fulfil its tasks, although at least twice a year. Notice of a meeting is issued by the Chairman of the Nomination Committee, (with the exception of the first meeting, which is convened by the Chairman of the Board). A member of the Committee may request that the Nomination Committee be convened.
The Board of Directors proposes that the AGM resolves to approve the Board's remuneration report in accordance with chapter 8, section 53 of the Swedish Companies Act.
The following guidelines for remuneration to senior executives shall apply to remuneration

agreed, and to changes made to already agreed remuneration, after these guidelines have been adopted by the 2021 AGM. The guidelines include remuneration to Board members, the CEO and deputy CEO and other members of company management. (Group management), but not remuneration decided by the AGM.
The Board of Directors shall have the right to temporarily deviate, in whole or in part, from the guidelines if in individual cases there are special reasons to do so, and a deviation is necessary to satisfy the company's long-term interests and sustainability or to ensure the company's financial viability. If such deviations occur, this must be reported in the remuneration report prior to the next AGM. The guidelines refer to the period from the AGM 2021. Matters concerning deviations from the guidelines shall be prepared by the Remuneration Committee and decided by the Board.
How the guidelines support the company's business strategy, long-term interests, and sustainability Bure is an investment company and a good owner. By actively building successful companies over the long term, Bure creates good returns for its shareholders. The starting point in Bure's operations is to actively participate in and develop wholly owned or partly owned companies and operations in order to increase the value of these assets over time.
The Board believes that the recruitment and retention of senior executives with the skills and competence to achieve established goals is critical for the successful implementation of the company's business strategy and to safeguard the company's long-term interests, including its sustainability. To do this, the company needs to offer competitive overall remuneration that motivates senior executives to the best of their abilities. Variable remuneration covered by these guidelines shall be based on criteria aimed at promoting the company's business strategy and long-term interests, including its sustainability, and where the fulfilment of criteria is determined by the method set out below.
Remuneration and other terms of employment for senior executives must be market-based. Total remuneration consists of basic salary, variable remuneration, pension, and certain other benefits. In addition, the AGM may – and independent of these guidelines – decide on share or share price-related remuneration.
The fixed basic salary of the CEO and other senior executives is reviewed annually. Fixed basic salary constitutes a maximum of 56 per cent of total remuneration excluding LTI and assuming a 50% outcome of STI.
Remuneration is paid according to goals achieved for the company as a whole. Criteria are based on the outcome of a number of, mainly, quantitative parameters, compared with established targets. Quantitative parameters are attributable to the company's share price, the company's net asset value per share, and focus issues for each financial year. Other senior executives, but not the CEO, are also subject to a discretionary parameter. Overall, criteria must contribute to the company's business strategy, long-term interests, and sustainability through a clear connection to these components and thus to the company's long-term value creation. The

fulfilment of criteria is determined by the company's audited annual accounts. Remuneration can amount to a maximum of 100 per cent of fixed basic salary for the CEO and 80 per cent for other senior executives. In the event of full entitlement, remuneration may amount to a maximum of 43 per cent of total remuneration excluding LTI for the CEO and 40 per cent of total remuneration excluding LTI for other senior executives. Variable remuneration shall not be pensionable. Remuneration entitlements are prepared by the Remuneration Committee and determined by the Board in conjunction of the end of the qualification period. Thereafter, compensation is paid. The company has no contractual right to reclaim compensation.
With the aim of aligning the interests of senior executives with those of shareholders, and to encourage senior executives to acquire shares in the company, a long-term incentive plan, in addition to the annual variable salary outlined above, shall be offered to all senior executives, and include the following main components:
The corresponding long-term incentive programme applied to senior executives will be applied to all other employees in the company.
The agreed retirement age for the CEO and for other senior executives is 65 years. All pension benefits for senior executives are contribution-based. This means that the company pays an individually agreed contribution pension premium for senior executives. The company has no additional pension obligations.
The CEO is entitled to a company car. In addition, all senior executives are covered by standard health insurance.

Other benefits constitute a maximum of 17 per cent of total compensation excluding LTI and assuming a 50 per cent STI entitlement.
Senior executives' employment or assignment agreements are valid until further notice or for a specified period. The company and the CEO have a mutual notice period of 12 months in the event of termination of employment. The CEO is entitled to severance pay corresponding to 12 months' salary in the event of termination of employment by the company. Severance pay is not paid upon retirement. For other senior executives, six months' notice applies in the event of termination by the company. Other senior executives are not entitled to severance pay. During the notice period, current employment contracts continue with associated benefits. In cases where severance pay was to be paid, no other benefits are paid for the period after the end of the notice period.
In preparation of the Board's proposal for the guidelines for remuneration to senior executives, company employees' salary and terms of employment for have been considered. Information on employees' total remuneration, the components of the remuneration and the increase and rate of remuneration over time was identified and formed part of the Remuneration Committee's and Board's decision making in evaluating the reasonableness of the guidelines and their limitations.
The Board shall prepare proposals for new guidelines when there is a need for significant amendments to the guidelines, and at least every four years. The Board's proposals are prepared by the Board's Remuneration Committee. The Chairman of the Board may be the Chairman of the Remuneration Committee. Other members elected by the AGM who are members of the Remuneration Committee shall be independent in relation to the company and the company management. If the Board feels it more appropriate, the entire Board may perform the tasks of the Remuneration Committee, provided that the Board member who is a member of the company management does not participate in these tasks.
The Remuneration Committee shall, inter alia, monitor and evaluate the application of the guidelines for remuneration to senior executives decided on by the AGM. When the Remuneration Committee has prepared a proposal, it is submitted to the Board for decision. The CEO does not attend the Board's review of decisions in remuneration-related matters or other persons in the company management, insofar as they are affected by the matters.
If the AGM decides not to adopt guidelines in connection with proposals for such, the Board shall submit a new proposal no later than before the following AGM. In such cases, compensation shall be paid in accordance with the guidelines that already apply or, if such do not exist, in accordance with company praxis.
In the preparation of these matters, external advice is used when deemed necessary.

A review of guidelines for the remuneration of senior executives was made prior to the 2021 AGM and that review resulted in certain minor editorial changes. The proposed amendments are not expected to result in any change in the compensation paid in application of current guidelines.
I. Background
In order to be able to adapt the company's capital structure to the company's capital needs from time to time and thereby contribute to increased shareholder value, the Board proposes that the AGM authorizes the Board to, during the period until the next AGM, decide on the acquisition of the company's own shares. Shares repurchased with the following authorization are proposed to be cancelled at the 2022 AGM.
The Board proposes that the 2021 AGM takes a decision in accordance with the following proposals:
I. The Board's proposal for a resolution
The Board is authorized, during the period until the next AGM, to decide on the acquisition of shares in the company as follows:
Acquisition of shares may take place on one or more occasions.

For decisions to be valid according to the above proposals, resolutions must be supported by shareholders representing two thirds (2/3) of the number of votes cast and the number of shares represented at the AGM.
The Board of Directors proposes that the AGM authorizes the Board of Directors to decide on a new issue of shares, with or without deviation from shareholders' preferential rights, until the time of the 2022 AGM, on one or more occasions. Shares may be issued against cash payment, off-sets, or contribution of non-cash assets, or with other conditions referred to in chapter 13, section 5, beginning of paragraph 6 of the Swedish Companies Act. The Board may otherwise determine the terms of the issue. The issue price shall be determined by the market and the number of newly issued shares may not exceed 10 per cent of the number of outstanding shares on the date of this notice.
The reason for deviation from the preferential right and the right to decide on off-sets, contribution or other conditions referred to in the Swedish Companies Act is that the company must be able to issue shares so as to continuously adapt the company's capital structure to the company's capital needs.
The Board of Directors, or an individual appointed by the Board, reserves the right to make such necessary and minor adjustments to the resolution above necessary to enable registration of the resolution with the Swedish Companies Registration Office.
For decisions to be valid according to the above proposals, resolutions must be supported by shareholders representing two thirds (2/3) of the number of votes cast and the number of shares represented at the AGM.
The Board of Directors proposes that the AGM resolves to amend the Articles of Association. Chapter 7, section 4 of the Swedish Companies Act (2005: 551) states that company boards may collect proxies before a general meeting if specified in the articles of association. Chapter 7, section 4 of the Swedish Companies Act states that the articles of association may also state that company boards may decide before a general meeting that shareholders shall be able to exercise their voting rights by post before the general meeting.
In order to be able to utilize the alternatives that the Companies Act states to decide on proxy collection and postal voting, the Board proposes that a new section 9 iii), with the wording below, be incorporated into Bure's Articles of Association and that the numbering be changed so that the current section 9 iii) becomes section 9 iv). Section 9 iv) becomes section 9 v), section 9 v) becomes section 9 vi) and section 9 vi) becomes section 9 vii):
Section 9 iii) Collection of proxies and postal voting

The Board of Directors may, if special circumstances exist according to the board's assessment, collect proxies in accordance with the procedure specified in chapter 7, section 4, paragraph 2 of the Swedish Companies Act (2005: 551).
Prior to a general meeting, the Board of Directors may, if special circumstances exist according to the board's assessment, decide that shareholders shall be able to exercise their voting rights by post before the general meeting in accordance with chapter 7, section 4 of the Swedish Companies Act (2005: 551).
The Board of Directors, or an individual appointed by the Board, reserves the right to make such necessary and minor adjustments to the resolution above necessary to enable registration of the resolution with the Swedish Companies Registration Office.
For decisions to be valid according to the above proposals, resolutions must be supported by shareholders representing two thirds (2/3) of the number of votes cast and the number of shares represented at the AGM.
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On the date of publication of this notice, the total number of shares and votes in the company amounted to 74,146,921. The company holds none of its own shares.
The annual report and audit report for the financial year 2020 will be published no later than 15 April 2021. The Nominating Committee's and Board of Directors' complete resolution proposals, including supporting documents will be made available for shareholders at Bure Equity ABs offices, Nybrogatan 6 in Stockholm, and on the company's website, www.bure.se, no later than 15 April 2021 and send by post to those shareholders who so request and provide their postal address. The same applies to the Board of Directors' report in accordance with chapter 8, section 53 of the Swedish Companies Act and the auditor's report according to chapter 8, section 54 of the same Act.
For information on how personal data is processed in relation to the AGM, please see: https://www.euroclear.com/dam/ESw/Legal/Integritetspolicy-bolagsstammor-svenska.pdf. (In Swedish)
Stockholm, March 2021 The Board of Directors
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Bure Equity AB (publ), org nr 556454-8781 Nybrogatan 6, 114 34 Stockholm Tel. +46 (0) 8 – 614 00 20 Fax +46 (0) 8 – 614 00 38 [email protected] bure.se
For more information, contact
Henrik Blomquist, CEO [email protected] Telephone: +46 (0) 8-614 00 20
Max Jonson, CFO [email protected] Telephone +46 (0) 8-614 00 20
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