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    Notice of the Annual General Meeting

    2022-04-12 20:38 - Regulatory press release

    The shareholders of Nelly Group AB (publ), reg. no. 556035-6940, ("Nelly Group") are hereby given notice of the Annual General Meeting on Thursday 12 May 2022. The Board has decided that the Annual General Meeting is to be held only through postal voting in accordance with temporary legislation. It will not be possible for shareholders to attend the Annual General Meeting in person or by way of a proxy holder. Information on the resolutions passed at the Annual General Meeting will be disclosed on Thursday 12 May 2022, as soon as the outcome of the postal voting has been finally confirmed.

    The notice, including the Board's and the Nomination Committee's complete proposals to the Annual General Meeting, is attached to this press release. The notice is also available on the company's website www.nellygroup.com.

    PARTICIPATION
    Shareholders who wish to participate in the Annual General Meeting shall be recorded as a shareholder in the presentation of the share register prepared by Euroclear Sweden AB concerning the circumstances on Wednesday 4 May 2022, and give notice to participate no later than Wednesday 11 May 2022 by casting their postal vote as instructed under the heading "Postal voting" below, so that the postal vote is received by Computershare AB no later than that day. 
    To be entitled to participate in the Annual General Meeting, shareholders whose shares are registered in the names of nominees must, in addition to giving notice of participation by casting their postal vote, re-register such shares in their own name so that the shareholder is recorded in the presentation of the share register as of Wednesday 4 May 2022. Such re-registration may be temporary (voting rights registration) and can be requested from the nominee in accordance with the nominee's procedures in such time in advance as the nominee determines. Voting rights registrations effected by the nominee no later than Friday 6 May 2022 will be considered in the presentation of the share register.

    POSTAL VOTING
    A special form shall be used for postal voting. The postal voting form is available on the company's website www.nellygroup.com.
    The completed postal voting form must be received by Computershare AB (administering the forms on behalf of Nelly Group) no later than Wednesday 11 May 2022. The form may be submitted either by email to info@computershare.se or by post to Computershare AB, "Nelly Group AGM 2022", P.O. Box 5267, SE-102 46 Stockholm, Sweden. Shareholders may also cast their postal votes digitally through BankID verification. Link to digital posting can be found on the company's website www.nellygroup.com. If the shareholder postal votes by proxy, a power of attorney shall be enclosed with the postal voting form. A template proxy form is available on the company's website www.nellygroup.com. If the shareholder is a legal entity, a copy of a registration certificate or a corresponding document for the legal entity shall be enclosed with the form. Further instructions and conditions can be found on the postal voting form.

    PROPOSED AGENDA

    1. Election of Chairman of the Annual General Meeting.
    2. Approval of the agenda.
    3. Election of one or two persons to check and verify the minutes.
    4. Preparation and approval of the voting list.
    5. Determination of whether the Annual General Meeting has been duly convened.
    6. Presentation of the Annual Report, the Auditors' Report and the consolidated financial statements and the Auditors' Report on the consolidated financial statements.
    7. Resolution on the adoption of the income statement and the balance sheet as well as the consolidated income statement and the consolidated balance sheet.
    8. Resolution on the proposed treatment of the company's result as stated in the adopted balance sheet.
    9. Resolution on the discharge of liability of the members of the Board and the Chief Executive Officer.
    10. Presentation and resolution on approval of the Remuneration Report.
    11. Determination of the number of members of the Board.
    12. Determination of the remuneration to the members of the Board and the Auditor.
    13. Election of Board members:
      (a) Mathias Pedersen (re-election, proposed by the Nomination Committee).
      (b) Maj-Louise Pizzelli (re-election, proposed by the Nomination Committee).
      (c) Josephine Salenstedt (re-election, proposed by the Nomination Committee).
      (d) Sandra Backlund (new election, proposed by the Nomination Committee).
      (e) Daniel Hörnqvist (new election, proposed by the Nomination Committee).
      (f) Stefan Palm (new election, proposed by the Nomination Committee).
    14. Election of Chairman of the Board.
    15. Determination of the number of Auditors and election of Auditor.
    16. Resolutions regarding:
      (a) adoption of a long-term performance share plan for the Chief Executive Officer and the other members of the executive management team, and
      (b) transfer of own ordinary shares to the participants in the plan.
    17. Resolution on authorisation for the Board to resolve on repurchase and transfer of own ordinary shares.
    18. Resolution regarding authorisation for the Board to resolve on new issues of ordinary shares.

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