Regarding full details of the resolutions, a referral is made to the notice convening the AGM and the complete proposals. The notice convening the AGM and the complete proposals are available at the company's website, www.concentricab.com.
A Shareholder Letter from the CEO is available on the company's website. The letter contains information regarding the company's business during the financial year 2020.
Adoption of the income statements and the balance sheets
The meeting resolved to adopt the income statement and balance sheet and the consolidated income statement and consolidated balance sheet for the financial year 2020.
Dividend
The meeting resolved, in accordance with the Board's proposal, that a dividend shall be paid to the
shareholders for the financial year 2020 with
It was resolved that the record date for the dividend shall be Monday
Discharge from liability
The meeting discharged the directors and the managing director from personal liability towards the company for the administration of the company in 2020.
Board of Directors and auditors
The meeting re-elected the directors
The registered accounting firm
The meeting resolved that the Chairman of the Board will receive
It was resolved that fees would be paid to the auditor in accordance with approved invoices.
Approval of Remuneration Report.
The meeting resolved to approve the Board of Directors' report on remuneration.
Performance based incentive programme
In accordance with the Board's proposal, the meeting resolved to implement a performance based incentive programme, LTI 2021. The programme is offered to up to 21 employees, including the managing director, and other key employees within the Concentric group, who, provided an own investment in Concentric shares, are offered stock options that, under certain conditions, give participants the right to acquire Concentric shares after a three-year lock-up period.
The LTI 2021 is expected to result in costs of MSEK 2.0 annually for Concentric if participants invest to their individual limits, the performance targets are fully achieved and an annual share price growth of 15 per cent is assumed. In addition to this, social security charges will apply in the year of vesting, 2024. Social security charges are expected to be expensed to an amount of MSEK 0.9 annually based on the same assumptions.
Issue of warrants and approval of transfer of warrants
As one of several options to secure a cost-efficient supply of Concentric shares for transfer under the LTI 2021, the meeting adopted the Board's proposal to issue, free of charge, 175,000 warrants to its wholly-owned subsidiary Concentric Skånes
Furthermore, the meeting resolved to approve that Concentric Skånes
Acquisitions and transfers of own shares
In accordance with the Board's proposal, the meeting resolved to authorise the Board to acquire and/or transfer own shares, with deviation from the shareholders' preferential rights, on one or more occasions until the AGM 2022.
Acquisition of the company's own shares shall be made on Nasdaq Stockholm, for the purpose of, inter alia, being able to improve the company's capital structure and to enable share transfers in accordance with the authorisation for the Board to transfer own shares and resolution on transfer of own shares to participants in LTI 2018-2021, to increase the flexibility for the Board in connection to potential future corporate acquisitions, as well as to cover costs for LTI 2018-2021 and enable delivery of shares in accordance with LTI 2018-2021. The company's total holdings of own shares must not at any time exceed 10 per cent of the total number of shares in the company.
Transfer of the company's own shares may be done for the purpose of, inter alia, being able to improve the company's capital structure, to cover costs relating to LTI 2018-2021 as well as to increase the flexibility of the Board in connection to potential future corporate acquisitions, by facilitating a fast and efficient financing by divesting holdings of own shares. Transfer of own shares can be made either on Nasdaq Stockholm or in any other manner, 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 Board's resolution to transfer the shares.
In accordance with the Board's proposal, the meeting approved the transfers of own shares to participants in the LTI 2021 on the terms and conditions that apply for the incentive programme.
Transfer of own shares to an employment share ownership trust
In accordance with the Board's proposal and to enable a tax efficient delivery of shares under LTI 2021 to participant's resident in the
To facilitate the JSOP, the meeting resolved on transfer of own repurchased shares to an employment share ownership trust equal to the maximum number of share options which may be awarded to participants who elect to join the JSOP. As specified within the terms of a joint ownership agreement, these shares will be jointly owned by the employment share ownership trust and the respective participant. The meeting resolved that transfer of own shares may be made with deviation from the shareholders' preferential rights.
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https://mb.cision.com/Main/1643/3331113/1405678.pdf
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