The Annual General Meeting of
Adoption of income statement and balance sheet and dividend resolution
The Meeting adopted the income statement, the balance sheet, the consolidated income statement and the consolidated balance sheet for 2022, and resolved on a dividend of
Discharge from liability and Board of Directors
The Meeting discharged the members of the Board of Directors and the CEO from liability for 2022.
Remuneration to the Board of Directors
The Meeting resolved on the following remuneration to the members of the Board:
Remuneration report and Remuneration Guidelines
The Meeting resolved to approve the Board of Directors' remuneration report.
The Meeting resolved to adopt new guidelines for remuneration to the Group Executive Management.
Auditor
The Meeting resolved that the Company shall have a registered accounting firm as auditor, and
Long-term share incentive program
The Meeting resolved to implement a long-term share incentive program for 2023/2026. The Meeting also resolved to approve transfer of own shares to participants in the program and to subsidiaries within the Group in order to secure their obligations to deliver performance shares under the program.
Authorization to repurchase and transfer own shares
The Meeting authorized the Board of Directors to resolve on repurchase of own shares. Repurchases of shares may be made on Nasdaq Stockholm and/or Nasdaq Helsinki on one or more occasions before the Annual General Meeting 2024. A maximum number of shares may be repurchased so that the Company's holding at any time does not exceed 10 percent of all the shares in the Company. Repurchase of shares may only be made at a price within the spread between the highest bid price and lowest ask price from time to time on Nasdaq Stockholm and/or Nasdaq Helsinki.
The Meeting also authorized the Board of Directors to resolve on transfer of own shares with or without deviation from the shareholders' preferential rights. Transfer may be made (i) on Nasdaq Stockholm and/or Nasdaq Helsinki or (ii) outside Nasdaq Stockholm and/or Nasdaq Helsinki in connection with an acquisition of companies or businesses, on one or more occasions before the Annual General Meeting 2024. Transfer of own shares may be made of up to such number of shares as is held by the Company at the time of the Board of Directors' decision regarding the transfer. Transfers of shares on Nasdaq Stockholm and/or Nasdaq Helsinki may only be made at a price within the spread between the highest bid price and lowest ask price from time to time on Nasdaq Stockholm and/or Nasdaq Helsinki. In case of transfers outside Nasdaq Stockholm and/or Nasdaq Helsinki, the consideration for the shares may be made by cash payment, for payment in kind or by way of set-off and the price shall be established so that the transfer is made on market terms.
Reduction of the share capital by way of cancellation of own shares and bonus issue
The Meeting resolved to reduce the share capital by way of cancellation of own shares repurchased under the
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