On 12 May 2023, the Annual General Meeting in Net Insight AB (publ) was held in Solna, Sweden. The resolutions mentioned below, among others, were passed.
Annual report, appropriation of result and discharge from liability
The meeting resolved to adopt the income statement and balance sheet, consolidated income statement and balance sheet for 2022. It was resolved that the company’s results shall be carried forward and that no dividend will be distributed. The meeting resolved to discharge the board members and the managing director from liability for 2022.
Board members and board fees
The meeting resolved on board elections in accordance with the nomination committee’s proposals. Gunilla Fransson was re-elected as chair of the board. Jan Barchan, Cecilia de Leeuw and Torbjörn Wingårdh were re-elected as board members. Karl Thedéen was elected as new board member. Axel Barchan was elected as new personal deputy for Jan Barchan. The meeting resolved on board fees in accordance with the nomination committee´s proposals, as follows: SEK 750,000 to the Chair of the Board, SEK 275,000 to each other board member elected by the meeting, SEK 135,000 to the deputy elected by the meeting, SEK 100,000 to the Chair of the Audit Committee and SEK 50,000 to each other member of the Audit Committee, SEK 50,000 to the Chair of the Remuneration Committee and SEK 40,000 to each other member of the Remuneration Committee.
The meeting elected KPMG AB as the company’s auditor for the period up until the end of the annual general meeting 2024. Remuneration to the auditor will be on approved account.
Instruction for the Nomination Committee
The meeting resolved to approve the Nomination Committee’s proposal regarding an Instruction for the Nomination Committee.
The board’s remuneration report
The meeting revolved to approve the board’s remuneration report for 2022.
Guidelines for remuneration to senior executives
The meeting resolved to approve the board’s proposal regarding guidelines for remuneration and other terms of employment for senior executives and general remuneration principles.
Authorization for the board to resolve to repurchase and transfer own shares
The meeting resolved to authorize the board to resolve to repurchase, on one or several occasions until the next annual general meeting, as many own shares as may be purchased without the company’s holding at any time exceeding ten per cent of the total number of shares in the company. Further, the meeting resolved to authorize the board to resolve, on one or several occasions until the next annual general meeting, to transfer (sell) own shares.
The purpose of the authorization to repurchase own shares is to promote efficient capital
usage in the company, to provide flexibility as regards the company’s possibilities to distribute
capital to its shareholders and to provide hedging for the company’s option programs. The
purpose of the authorization to transfer own shares is to enable the board to make corporate
acquisitions, product acquisitions or enter into collaboration agreements, or to raise working
capital or broaden the shareholder base or for use in the context of the company’s incentive
plans or to provide hedging for the company’s option programs.
Reduction of share capital through cancellation of shares
The meeting resolved that the company’s share capital shall be reduced by SEK 511,000 for allocation to unrestricted equity with cancellation of 12,775,000 own B shares held by the company.