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SpectrumOne AB AGM Information 2018

Jun 27, 2018

8586_rns_2018-06-27_cbf527bb-e0d2-4fde-8410-82aaeaea2a78.html

AGM Information

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NOMINATION COMMITTEE´S PROPOSED RESOLUTION FOR THE ANNUAL GENERAL MEETING OF TARGETEVERYONE AB (PUBL)

NOMINATION COMMITTEE´S PROPOSED RESOLUTION FOR THE ANNUAL GENERAL MEETING OF TARGETEVERYONE AB (PUBL)

Prior to the 2018 Annual General Meeting, TargetEveryone's Nomination Committee

consisted of Bo Lindén (Chairman of the Nomination Committee), Nils Arne Tvedten

and Tommy Hansen. In addition, the Chairman of the Board Fredric Forsman has

been a member of the Nomination Committee. The Nomination Committee has

submitted a proposal for a resolution at the Annual General Meeting as follows.

Election of Chairman of the Meeting

The Nomination Committee proposes that the Chairman of the Board, Fredric

Forsman, should be elected Chairman of the Annual General Meeting.

Determination of the number of Board members and, if any, deputies of the Board,

and election of auditor

The Nomination Committee proposes that the Board should be composed of three

members and that Fredric Forsman, Torkel Johannesen and Matt Harris will be re

-elected as Board members. Peter Håkansson has declined re-election.

The Nomination Committee proposes that the registered accounting firm

PricewaterhouseCoopers AB should be re-elected as the auditor for the period

until the end of the next Annual General Meeting. PricewaterhouseCoopers AB will

appoint Henrik Boman as Chief Accountant.

Determination of remuneration to the Chairman of the Board, other Board members

and auditor

The Nomination Committee proposes that the Board remuneration, until the end of

the next Annual General Meeting, should be SEK 250 000 to the Chairman and SEK

100 000 to each of the other Board members nominated by the Annual General

Meeting. In addition, remuneration may be paid on the basis of special efforts

(consultancy, etc.) by members within their respective areas of competence, if

such efforts have been approved in advance by the Chairman of the Board or by

two Board members. Furthermore, the Nomination Committee proposes that the

auditors will be remunerated with a reasonable amount with an approved account.

Nomination Committee's proposal for a decision on election committee

The Board proposes that the Annual General Meeting decides a nomination

committee. The company shall have a nomination committee consisting of four

persons. Each of the company's three largest shareholders (by votes), with

related parties as defined in the Companies Act (Aktiebolagslagen), Chapter 21,

§ 1 shall be included, as of August 31, 2018 shall be entitled to appoint a

member of the Nomination Committee. In addition, the Nomination Committee shall

consist of a Board member appointed by the Board, which also shall be convening.

The Nomination Committee elects a non-executive member as chairman.

If significant changes occur in the ownership structure after the nomination

committee's constituency, the composition may also be changed, with the next

shareholder being able to appoint a member of the Nomination Committee in an

order of magnitude. Changes to the Nomination Committee shall be published

immediately. In the event that one of the three largest voting shareholders

sells all, and not only a portion, of their shares in the company before the

nomination committee fulfills its duties, instead of such shareholders, the

voter fourth largest shareholder shall appoint a new member, etc.

The Nomination Committee's mandate lasts until a new Nomination Committee is

appointed. The Nomination Committee's task shall be to submit to the Annual

General Meeting proposals regarding the number of Board members to be elected by

the Annual General Meeting, Board remuneration, Chairman and other members of

the Board, Chairman of the Annual General Meeting, and election of auditors and

auditor´s remuneration.

For further information

Fredric Forsman

Chairman of the Board

+46 73-978 78 44

[email protected]

Certified Adviser

Mangold Fondkommission AB (556585-1267)

Box 55 691

102 15 Stockholm

Phone: +46 8 503 015 50

www.mangold.se