Press release from the Annual General Meeting of Bonava AB (publ)
The Annual General Meeting (“AGM”) of Bonava AB (publ) (the “Company”) was held on Wednesday, 10 April 2024 in Stockholm. Some decisions made at the AGM was:
Adoption of the income statement and the balance sheet, and the consolidated income statement and the consolidated balance sheet
The AGM resolved to adopt the income statement and balance sheet for the Parent Company, and the consolidated income statement and balance sheet for 2023 and discharged the Board members and the CEO from liability for the financial year 2023.
Dividend
The AGM approved the Board of Directors’ proposal to not distribute any dividend to shareholders for the year 2023.
Board of Directors
The AGM resolved that the number of Board members will be seven (7) with no deputy members. Mats Jönsson, Viveca Ax:son Johnson, Per-Ingemar Persson, Nils Styf, Anette Frumerie, Olle Boback and Tobias Lönnevall were re-elected as Board members. The AGM re-elected Mats Jönsson as Chairman of the Board. Information about the Board members can be found on the Company’s website.
Board fees
The AGM resolved, in accordance with the Nomination Committee’s proposal, on fees to the Chairman of the Board of SEK 825,000 and SEK 330,000 for each of the other members elected by the AGM. For every physical board meeting that is held in the Nordics, each member resident in Europe but outside the Nordics shall receive a meeting fee of SEK 21,000. Remuneration for members of the Audit Committee will be paid in an amount of SEK 154,000 to the Chairman and SEK 77,000 to each of the other members. Remuneration of SEK 77,000 will be paid to the Chairman of the Remuneration Committee and SEK 36,000 to each of the other members.
Auditor
PricewaterhouseCoopers AB (PwC) was re-elected as auditor for the period until the close of the next AGM. PwC has informed the Company that Patrik Adolfson will continue as Auditor in Charge.
Nomination Committee
The AGM resolved that the Nomination Committee for the 2025 AGM will comprise of Peter Hofvenstam (Nordstjernan AB), Lennart Francke (Swedbank Robur Fonder) and Olof Nyström (Fourth Swedish National Pension Fund), and the Chairman of the Board as a co-opted member. Peter Hofvenstam was elected Chairman of the Nomination Committee.
Instruction to the Nomination Committee
The AGM resolved, in accordance with the Nomination Committee’s proposal, that a new instruction regarding the Nomination Committee's composition and work in Bonava shall replace the current instruction and be valid until the general meeting decides otherwise.
Remuneration report for 2023
The AGM approved the Board of Directors’ remuneration report for 2023.
Issue of new shares
The AGM resolved on authorisation for the Board of Directors to issue new shares in the Company, on one or several occasions, to the extent that such new issue can be made without amending the articles of association, but to be limited to a maximum of ten per cent of the total number of outstanding shares in the Company. An issue may be made with or without deviation from the shareholders' preferential rights. The authorisation is for the period up to the next Annual General Meeting.
Acquisition and transfer of shares
The AGM resolved on authorisation for the Board of Directors, to acquire a maximum number of shares of series B so that the company's holding, does not exceed 10% of all the shares of series B in the Company. Furthermore, it was resolved that the Board of Directors is authorised to transfer own shares of series B to enable financing of acquisitions of companies and businesses and to cover costs (including costs for social security costs and payments according to synthetic shares) in connection with the implementation of Bonava's incentive plan at any time. The authorisation is for the period up to the next Annual General Meeting.
Amendment of the Articles of Association
The AGM approved the Board of Directors proposal to amend the Articles of Association. The decision means that the limits of the share capital in § 4 of the Articles of Association are amended from a minimum of SEK 300,000,000 and a maximum of SEK 1,200,000,000 to a minimum of SEK 500,000,000 and a maximum of SEK 2,000,000,000.
Complete information on the AGM resolutions is available on the company’s website: https://www.bonava.com/en/general-meeting/annual-general-meeting-2024 and the Minutes from the AGM will also be published there.
For more information, please contact:
Anna Falck Fyhrlund, Head of Investor Relations
Tel: +46 707 604 914
Bonava is a leading residential developer in Europe with the purpose to create happy neighbourhoods for the many. With its 1,300 employees, Bonava develops residential housing in Germany, Sweden, Finland, Estonia, Latvia and Lithuania. To date, the company has built about 40,000 homes and reported net sales of approximately SEK 13 billion in 2023. Bonava's shares and green bond are listed on Nasdaq Stockholm.
For more information about us, please visit: bonava.com
