AGM Information • Apr 24, 2025
AGM Information
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Regarding full details of the resolutions, referral is made to the notice convening the Annual General Meeting. The notice convening the Annual General Meeting is available on the company's website, www.seafireab.com.
The Meeting resolved to adopt the income statement and balance sheet and the consolidated income statement and consolidated balance sheet for the financial year 2024.
The Meeting resolved, in accordance with the Board's proposal, that no dividend shall be paid for the financial year 2024 and that the result for the year shall be carried forward.
The Meeting discharged each who had held the position as CEO or Board member from personal liability during the financial year 2024.
The Meeting re-elected, in accordance with the Nomination Committee's proposal, the Board members Anders Hillerborg, Marcus Söderberg, Stina Wollenius and Sonny Mirborn as board members. The Meeting re-elected Anders Hillerborg as Chair of the Board. The Meeting also reelected the registered accounting firm Öhrlings PricewaterhouseCoopers AB as the company's auditor.
The Meeting resolved, in accordance with the Nomination Committee's proposal, that fees to the Board shall be paid with SEK 235,000 to the Chair of the Board and SEK 168,000 to each of the other Board members who are not employed in the group. In addition, it was resolved that fees shall be paid with SEK 80,000 to the Chair and SEK 40,000 to each of the other Board members that are part of the Audit Committee, and SEK 60,000 to the Chair and SEK 33,000 to the Board members that are part of the Remuneration Committee.
The Meeting resolved that fees shall be paid to the auditor according to approved current account.
The Meeting resolved, in accordance with the Board's proposal, to approve the Board's remuneration report on remuneration to the executive management in accordance with Chapter 8, Section 53 a of the Swedish Companies Act.
The Meeting resolved, in accordance with the Board's proposal, to authorize the Board to, on one or more occasions until the next Annual General Meeting, with or without deviation from the shareholders' preferential rights, resolve upon new issues of shares, warrants and/or convertibles. Issues resolved on by utilization of the authorization may not comprise a number of shares, warrants and/or convertibles that correspond to more than ten percent of the number of shares at the time of the authorization resolution.
The Meeting resolved, in accordance with the Board's proposal, to, on one or more occasions until the next Annual General Meeting, authorize the Board to acquire and/or transfer own shares, which in the latter case may be resolved on with deviation from the shareholders' preferential rights.
Acquisition of the company's own shares shall be made on Nasdaq Stockholm, and transfers of own shares may be made on Nasdaq Stockholm or in connection to acquisitions of companies or businesses on market terms or in order to secure or facilitate the management of the company's incentive programs. Acquisitions of the company's own shares may be made so that the company' s total holding of own shares amounts to no more than one tenth of all shares in the company, and the maximum number of shares that may be transferred is the total number of own shares held by the company at the time of the resolution.
The Meeting resolved, in accordance with the Board's proposal, to adopt a long-term incentive program for the certain members of management in the Seafire group, whereby warrants will be issued without payment of any consideration to the company which will thereafter transfer the warrants to the participants for the warrants' market price.
Allotment of warrants withing the scope of the warrant program is, for certain participants, conditional upon the participants, at the time of the notice to participate in the program, owning an amount of shares in the company that corresponds to ten or 20 percent, respectively, of the amount of shares they can be allotted under the program, depending on which participant category the participants belong to.
In total, 960,000 warrants will be issued to enable allotment, which corresponds to approximately 2.2 percent of the company's outstanding shares. Subscription for shares based upon warrants may take place during a period of one week commencing on the day after the company's quarterly report for Q1 for the financial year 2028 has been made public and during a period of one week after the company's quarterly report for Q2 for the financial year 2028 has been made public.
Daniel Repfennig, CEO, +46 722-00 89 41, [email protected] Jacob Persson, CFO, +46 708-64 07 52, [email protected]
Seafire is a company group consisting of the business segments Industrial components and Products, which acquires and develops companies in Sweden. The group was founded in 2016 and focuses on acquiring profitable companies with development potential. Seafire consists of 12 companies with sales of about one billion SEK. The company's shares are listed on Nasdaq Stockholm. For more information, please visit www.seafireab.com/en.
Report from Seafire AB (publ)'s Annual General Meeting on 24 April 2025
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