Press release from the annual general meeting in Embellence Group AB (publ) on 3 May 2022

At the annual general meeting in Embellence Group AB (publ), the shareholders resolved upon the following:

Approval of the financial statements of 2021 and discharge from liability
The annual general meeting approved the income statement and balance sheet as well as the consolidated income statement and the consolidated balance sheet for the financial year 2021, and the members of the board and the managing director was discharged from liability for the financial year 2021.

Allocation of profit or loss
The annual general meeting resolved on a dividend of SEK 0.80 per share. The record date for the dividend payment was decided to be 5 May 2022 and the dividend is estimated to be paid out to the shareholders on 10 May 2022.

Election of board members, auditors, fees to the board of directors and auditors
The annual general meeting resolved, in accordance with the nomination committee’s proposal, that the number of members of the board of directors shall be six without deputy members, and that the company shall have one auditor, with no deputy auditor.

Morten Falkenberg, Henrik Nyqvist, Paul Steene, Christina Ståhl, Hanna Graflund Sleyman and Karin Dennford were elected, in accordance with the nomination committee’s proposal, as board members up until the end of the next annual general meeting. It was also resolved to re-elect Morten Falkenberg as chairman of the board. Furthermore, it was resolved to re-elect the accounting firm PricewaterhouseCoopers AB as auditor for the period up until the end of the next annual general meeting, and it was noted that the authorised public accountant Patrik Resebo will be the auditor in charge.

The annual general meeting further resolved that fees shall be paid in accordance with the nomination committee’s proposal, meaning a fee of SEK 1,750,000 in total, with SEK 500,000 to the chairman of the board and SEK 250,000 to the other members of the board of directors that are not employed by the company or the group.

Authorisation to issue new shares
The annual general meeting resolved, in accordance with the board of directors’ proposal, to authorize the board of directors – at one or several occasions and for the period until the next annual general meeting – to increase the company’s share capital by issuing new shares to such extent equal to a dilution of not more than 20 percent, after full exercise of the authorization. New issues of shares may be carried out with deviation from the shareholders’ preferential rights and with or without provisions for contribution in kind, set-off or other conditions.

Long-term incentive program for certain senior executives and consultants
The annual general meeting resolved, in accordance with the board of directors’ proposal, to adopt a long-term incentive program for certain senior executives and consultants, in total eight persons. The incentive program comprises the issuance of not more than 176,000 warrants with a right to subscribe for 176,000 new shares in the company.

Long-term incentive program for certain board members
The annual general meeting resolved to dismiss the proposal to adopt a long-term incentive program for certain board members, as the resolution was not passed with requisite support.

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The information was published for public disclosure on 3 May 2022 at 21:15 CEST through the agency of the contact person set out below.