Pricer AB held its Annual General Meeting May 11th 2022. Due to the spread of covid-19 the Annual General Meeting was carried out by way of postal vote only, without physical participation.
The following main decisions were made:
Adoption of the Profit and Loss Statements and the Balance Sheets
The AGM resolved to adopt the Profit and Loss Statement and the Balance Sheet for the Parent Company as well as the Consolidated Profit and Loss Statement and the Consolidated Balance Sheet for the Group for 2021.
The AGM resolved, in accordance with the Board’s proposal, on the dividend of SEK 1 per share for 2021. The record date for the payment was set to 3 November 2022 and the cash dividend is expected to be distributed by Euroclear Sweden AB on 8 November 2022.
Discharge from Liability
The members of the Board of Directors and the CEO were discharged from liability for the financial year 2021.
Board of Directors and Auditor
The AGM resolved that the Board shall be composed of six directors with no deputy. The AGM resolved on re-election of Board members Knut Faremo, Hans Granberg, Jonas Guldstrand, Göran Sundholm and Jenni Virnes and new election of Irene Waldemarson. Knut Faremo was re-elected as Chairman of the Board.
Fees to the directors, until the end of the next AGM, were set to SEK 650,000 to the Chairman of the Board and SEK 325,000 to each of the other directors elected by the general meeting who are not employed by the Company. An additional fee of SEK 50,000 will be paid to each of the Chair and any ordinary member of the audit committee.
The registered accounting firm Ernst & Young AB, with Jakob Wojcik as principal auditor, was re-elected until the end of the next AGM. It was resolved that remuneration to the auditor should be paid according to fees approved by the Company.
Principles for appointment of the nomination committee
The AGM resolved, in accordance with the nomination committee’s proposal, about the principles for appointment of the nomination committee before the AGM 2023.
The AGM resolved to adopt the remuneration report.
Guidelines for remuneration to senior executives
The AGM resolved to adopt the by the Board proposed guidelines for remuneration to senior executives.
Long-term incentive programme
The AGM resolved, in accordance with the Board’s proposal, to adopt an incentive programme, in the form of a share ownership programme (LTI 2022) for certain senior executives and key personnel of the Company. The programme is estimated to include a total of max 420,000 Class B shares.
Resolution on transfer of own Class B shares to participants in LTI 2022
The AGM resolved, in accordance with the Board’s proposal, on transfer of own Class B shares to the participants in LTI 2022. Up to 420,000 Class B Shares may be transferred.
Resolution on authorization for the Board to resolve to issue new shares
The AGM resolved, in accordance with the Board’s proposal, to authorize the Board to resolve to issue new Class B Shares at a number that does not exceed 10 percent of the total number of outstanding Class B Shares as per the day of the notice to the AGM.
Authorization for the Board to resolve on acquisition and transfer of own shares
The AGM resolved, in accordance with the Board’s proposal, to authorize the Board to resolve on acquisition of own Class B shares. Own shares may be acquired to the extent the Company’s holdings of own shares in total amounts to no more than 10 % of all Class B Shares in the Company.
The AGM resolved, in accordance with the Board’s proposal, to authorize the Board to resolve on transfers of own Class B shares. 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.
For more detailed information, please see the complete notice to the AGM and the complete proposals at the Company’s website, www.pricer.com.
For further information, please contact:
Magnus Larsson, Acting CEO, +46 704 316851
Susanna Zethelius, CFO, +46 704 440 092
Every care has been taken in the translation of this document. In the event of discrepancies, the Swedish original will supersede the English translation.
Pricer is a leading global technology company serving the rapidly growing smart retail market with in-store digital solutions that enhance both store performance and the shopping experience. Through electronic shelf labels, advanced technology, such as optical wireless communication and AI, and continuous innovation, Pricer offers the foundation for in-store communication and efficiency. The industry-leading Pricer platform delivers benefits from 30 years of deployment experience and is fast, robust, interconnectable and scalable. Pricer was founded in Sweden in 1991 and is listed on Nasdaq Stockholm. For further information, please visit www.pricer.com