Systemair’s Annual General Meeting is held every year in Skinnskatteberg, Sweden.
Announcement from Systemair AB (publ) Annual General Meeting 2022
Systemair (NASDAQ OMX Stockholm: SYSR) held its Annual General Meeting on August 25, 2022 in the Systemair Expo in Skinnskatteberg, Sweden. At the meeting, 104 voting shareholders were present, alternatively submitted valid postal votes, which corresponds to 90,48 % of the total number of votes and shares. The Meeting voted in favour of the Board’s and the Nomination committee’s proposal in all suggestions. The main content of the most important decisions was:
Adoption of income statement and balance sheet, dividend and discharge from liability
The Annual General Meeting resolved to approve the income statement and balance sheet as well as the consolidated income statement and the consolidated balance sheet for the financial year 2021/2022. The Board’s proposal of a dividend of SEK 0.90 per share was approved. The record date was set to Monday, August 29, 2022. The dividend will be paid on Thursday, September 1, 2022 through Euroclear Sweden AB.
The AGM granted the Board members and the CEO discharge from liability towards the company for the financial year 2021/2022.
Board and auditor
The Annual General Meeting resolved to re-elect the Board members Carina Andersson, Gerald Engström, Patrik Nolåker, Gunilla Spongh and Niklas Engström. Svein Nilsen declined to stand for re-election.
Gerald Engström was re-elected Chairman of the Board. Patrik Nolåker was re-elected as Deputy Chairman of the Board.
The Annual General Meeting resolved to approve the proposed remuneration to the Board announced in the notice convening the meeting.
The AGM re-elected Ernst & Young AB as the company's auditor. The AGM resolved that the auditor's fee shall be paid in accordance with the approved invoice.
The Annual General Meeting resolved, in accordance with the Board's proposal, to approve the Board's remuneration report and the Board's proposal for a resolution regarding guidelines for remuneration to senior executives.
The Chairman of the Board is instructed to contact the three largest shareholders or groups of owners in terms of votes, according to Euroclear Sweden AB's printout of the share register as of 31 January, and ask them to appoint a representative each to the Nomination Committee.
Establishment of incentive programs (LTIP 2022)
The Annual General Meeting resolved on the introduction of an incentive program (“LTIP 2022”) by the company carrying out a directed issue of a maximum of 600,000 warrants of series 2022/2026 (calculated after the share split) to the company's wholly owned subsidiary Kanalfläkt Industrial Service AB with the right and obligation for the subsidiary to transfer the warrants to certain key persons within the Group. The warrants will be available for subscription of shares during three different periods during 2025 and 2026.
Authorization for the Board to decide on a new share issue
The Annual General Meeting resolved to authorize the Board to, on one or more occasions during the period until the next Annual General Meeting, with or without deviation from the shareholders' preferential rights, decide to increase the company's share capital through a new issue of shares. With the support of the authorization, the company may issue up to a maximum of ten percent of the number of shares in the company based on the number of shares at the time when the authorization is used for the first time. The issue shall take place on market terms, subject to a market issue discount where applicable. The authorization shall include the right to decide on an issue by cash payment, by payment in kind or by set-off. The purpose of the authorization and the reason for deviating from shareholders' preferential rights is to enable financing of company acquisitions.
Amendment of the Articles of Association
The Annual General Meeting resolved on amendments to the Articles of Association, whereby the company is given the opportunity to conduct general meetings by postal vote and / or by the Board collecting proxies. Furthermore, the AGM resolved on certain editorial changes as well as changing the limits for the number of shares to enable the division of shares.
For further information, please contact:
Gerald Engström, Chairman of the Board, + 46 70 519 00 01
Roland Kasper, CEO +46 73 094 40 13
Anders Ulff, CFO + 46 70 577 40 09
Annual and Sustainability Report 1 May 2021 - 30 April 2022
Protokoll, Systemair AB Årsstämma 2022-08-25
Remuneration report for Systemair AB (publ) 2021/22
The Board´s proposal for guidelines on remuneration and other terms of employment for senior executives
The Board of Director´s proposal for a resolution to establish an incentive programme
Board of Director´s proposal for disposition of profit and dividends for 2021/22
The Nomination Committee of Systemair AB's proposal and reasoned statement prior to the Annual General Meeting on 25 August 2022
Invitation to attend Systemair AB Annual General Meeting 2022
Annual Meeting, Documentation
Annual Meeting 2021
Minutes of the Annual General Meeting Aug 26, 2021
Invitation to attend Systemair AB (publ)’s Annual General Meeting
Remuneration report for Systemair AB (publ) 2020/21
The Board’s proposal for guidelines on remuneration and other terms of employment for senior executives.
Board of Director’s proposal for disposition of profit and dividends for 2020/21
The Nomination Committee of Systemair AB's proposal and reasoned statement prior to the Annual General Meeting
The Board of Directors’ proposal for a resolution to establish an incentive programme (LTIP 2021)
Annual Meeting 2020
Systemair's Annual General Meeting on 26 August 2020
Shareholders in Systemair AB (publ), org. reg. no. 556160-4108, are hereby invited to attend the Company’s Annual General Meeting (AGM) at 3.00 p.m. on Wednesday 26 August 2020 in the Lecture Hall (Aulan) at Systemair Expo, Skinnskatteberg, Sweden. Registration at the AGM will open at 2.00 p.m.
As a precautionary measure to reduce the risk of spreading Covid-19 it has been decided that no drinks or refreshments will be served, the usual speeches from the Chairman of the Board and the CEO will be minimized. Some restrictions will be imposed in terms of the number of present non-shareholders. In addition to the Chairman of the Board and the CEO, Board members and persons in the management group will attend the meeting to a limited extent. Concerning the authorities' regulations, Systemair would like to urge all shareholders to carefully consider the possibility of using the option of postal voting instead of physically attending the meeting. If you who are registered for the meeting experience illness symptoms such as a cold, cough, sore throat or fever, Systemair wants you to refrain from attending. This is to avoid further spread of infection. Systemair is closely monitoring future developments and will, if necessary, update the information on the company's website.
Annual Meeting 2019
Annual Meeting 2018
Annual Meeting 2017
Annual Meeting 2016
Annual Meeting 2015
Annual Meeting 2014
Annual Meeting 2013
Minutes of the Annual General Meeting of Systemair AB, 29 August 2013
Invitation to attend the Annual Meeting of the shareholders of Systemair AB
Board of Director’s report on remuneration committee’s assessment of remuneration to senior executives
Auditor’s report in accordance with Chapter 8, Section 54 of the Swedish Companies Act
Annual Meeting 2012
Systemair (NASDAQ OMX Stockholm: SYSR) held its Annual General Meeting on August 29, 2012 in the Systemair Expo in Skinnskatteberg, Sweden. The Meeting voted unanimously in favour of the Board's proposal in all suggestions.
Annual Meeting 2011
Systemair AB held its Annual General Meeting on August 25, 2011 in the Systemair Expo in Skinnskatteberg, Sweden. The Meeting voted unanimously in favour of the Board's proposal in all suggestions.
Annual Meeting 2010
Annual Meeting 2009
Systemair held the Annual General Meeting 2 September 2009 in Skinnskatteberg, Sweden. The Meeting voted unanimously in favour of the Board’s proposal in all suggestions.