The Annual General Meeting (AGM) of Bure Equity AB (publ) on 11 June 2020 dealt with the following items of business, among others:
Election of Board members
The AGM decided that the number of Board members shall be 6 (6). As Bure’s Board of Directors, the AGM re-elected sitting Board members Carl Björkman, Carsten Browall, Bengt Engström, Charlotta Falvin, Sarah McPhee and Patrik Tigerschiöld. Patrik Tigerschiöld was re-elected as Board Chairman.
Election of auditor
The AGM elected the auditing firm of Öhrlings PricewaterhouseCoopers AB as the company’s auditor to serve for the period until the 2021 AGM. Magnus Svensson Henryson was appointed Auditor in Charge.
Resolution regarding dividends
The AGM resolved to approve a cash dividend of SEK 1.00 as ordinary dividend. The record date was set for 15 June 2020, which means that the dividends are expected to be disbursed on 18 June 2020.
Principles for remuneration and other terms of employment for senior executives
The AGM approved the Board’s proposed principles for remuneration and other terms of employment for senior executives.
Authorization of the Board to decide on the repurchase of shares
The AGM authorized the Board of Directors, until the date of the 2021 AGM, to repurchase shares in order to adapt the company’s capital structure to the company’s capital requirements from time to time and thereby contribute to greater shareholder value. Following the repurchase, the company may hold no more than 10 per cent of all shares in the company.
Shares may be acquired through trading on Nasdaq Stockholm (“the stock exchange”), or in accordance with a tender offer to all of the company’s shareholders. Shares may be acquired during the period from 11 June 2020 until the next AGM. However, no shares will be acquired during a period of 30 days prior to the publication of a quarterly report, including the date of publication. Acquisitions on the stock exchange may take place only at a price per share that falls within the registered price interval at any given time. Payment for the shares shall be made in cash. Shares may be acquired on one or several occasions.
Bure Equity AB currently holds no treasury shares. The total number of shares in issue by Bure Equity AB currently amounts to 68,971,921. The maximum number of shares that can be repurchased is thus 6,897,192.
Authorization of the Board to decide on a new share issue
The AGM authorized the Board of Directors, prior to the 2021 AGM, on one or more occasions, to decide on the issue of shares, with or without deviating from the shareholders' preferential rights. Shares may be issued against cash payment, offset, or transfer of contingent property or with other conditions referred to in chapter 13, paragraph five, section 6 of the Swedish Companies Act. Furthermore, the Board has the right to determine the terms of an issue. The issue price shall be determined by market conditions and the number of newly issued shares may not exceed ten per cent of the number of outstanding shares on the date of this notice.
The reason for deviating from the right of pre-emption and the right to decide on offsets, in kind or other conditions referred to in the Companies Act is that the Company should be able to issue shares in order to continuously adjust the Company's capital structure to match the Company's capital needs and thereby contribute to increased shareholder value.
Amendment of the Company’s Articles of Association
AGM decided to amend the Company’s Articles of Association. According to a proposed amendment to the Swedish Companies Act, the record date for a general meeting of listed companies applies six business days before the AGM. It is proposed that the amendment enters into force on September 3, 2020. The Board therefore decided to amend the corresponding provision in the Company’s Articles of Association. Furthermore, the AGM decided upon some editorial changes due to changes already made to the law. The new wording is shown below.
§ 1 Company name
The Company's corporate name is Bure Equity AB (publ.). The Company is publicly listed.
§ 9 (ii) Notification of, and the right to attend the AGM
Shareholders who wish to participate in discussions at the AGM must submit a notification to the Company no later than 12pm on the date stated in the notice of the AGM. This day must not fall on a Sunday, any other public holiday, Saturday, Midsummer's Eve, Christmas Eve or New Year's Eve, and not later than five working days before the AGM.
§ 11, Reconciliation company
The Company's shares must be registered in a reconciliation register in accordance with the Swedish Companies Act (1998: 1479) on central securities depositories and the accounting of financial instruments.
Exercise of repurchase authorization
At the statutory meeting following the AGM, the Board decided to exercise this authorization. This decision means that repurchases can be initiated during the year.