Bulletin from the Annual general meeting may 14, 2024

HANZA AB (publ), listed on Nasdaq Stockholm, held its Annual General Meeting today, May 14, 2024, at which, among others, the resolutions listed below were made.

• At the Annual General Meeting, the parent company’s and the group’s income statement and balance sheet for the financial year of 2023 were adopted. Further, the General Meeting resolved on allocation of the company’s profit in accordance with the Board’s proposal, entailing that a dividend in the amount of SEK 1,20 per share, in total SEK 52 391 208 be paid. The record date for the dividend shall be Thursday May 16, 2024. The Board and the CEO were granted discharge from liability with respect to the financial year 2023.     

• The General Meeting resolved to approve the remuneration report.   

• In accordance with the Nomination Committee’s proposal, Francesco Franzé, Helene Richmond and Per Holmberg were re-elected and Taina Horgan was elected as board members. Francesco Franzé was re-elected as chairman of the Board.

• The authorized auditing firm Ernst & Young AB was re-elected as the company’s auditor. Ernst & Young AB intends to appoint the authorized public accountant Linn Haslum Lindgren as auditor in charge.

• The General Meeting resolved that a remuneration of SEK 500,000 per annum be paid to the chairman of the Board, and SEK 250 000 per annum to other board members. Further, remuneration shall be payable for work in the Audit Committee, where SEK 90,000 shall be payable to the chairman and SEK 45,000 to each of the other members of the committee. An additional remuneration shall be payable for work in the Remuneration Committee, where SEK 40,000 shall be payable to the chairman and SEK 20,000 to each of the other members of the committee.

• The General Meeting decided on principles for the appointment of the Nomination Committee in preparation for the Annual General Meeting 2025 and guidelines for the work of the Nomination Committee as proposed.      

• In accordance with the Board’s proposal, the General Meeting resolved to authorize the Board, on one or more occasions until the next Annual General Meeting, to make a decision to increase the company’s share capital by issuing shares, warrants and/or convertibles to a maximum of SEK 435,000, which corresponds to approximately 9.96 percent of the current share capital.
• In order to secure the Company's obligations to deliver shares to the participants in the share savings program resolved at the Annual General Meeting 2023 (LTIP 2023), the general meeting resolved, in accordance with the board of directors' proposal, on: a) authorization for the Board of Directors to resolve on acquisition of own shares to ensure delivery under previously resolved incentive programs, b) authorization for the Board of Directors to resolve on transfer of own shares.
• The Annual General Meeting resolved on new guidelines for remuneration to senior executives.

For more information about the resolutions, please refer to the documents related to the Annual General Meeting available on the company's website.