General meetings
The Annual General Meeting further appoints the company’s auditors. The Annual General Meeting or Extraordinary General Meeting may also resolve to change the Articles of Association, increase or reduce the share capital, etc. Annual General Meetings are convened through a notice published in the Official Swedish Gazette – Post- och Inrikes Tidningar – and on the company’s website. The fact that an Annual General Meeting has been convened will be published in Swedish national daily newspaper Dagens Industri.
All meetings
The shareholders of Inwido AB (publ), Reg. No. 556633‑3828, are hereby invited to attend the Annual General Meeting (“AGM”) to be held on Wednesday 27 May 2026 at 3:00 p.m. CEST at HighCourt Börshuset, Skeppsbron 2, Malmö, Sweden. Registration of attendance commences at 2:30 p.m. CEST. The notice is available at www.inwido.com, where shareholders may also notify the company of their intention to attend the AGM. Complete documentation for the AGM will be available as from Wednesday 6 May 2026 at the company’s head office and on www.inwido.com.
The Board of Directors has decided that shareholders shall be able to exercise their voting rights at the AGM also by postal voting, in accordance with the provisions of Inwido’s Articles of Association.
Right to participate and notification
A) Participation at the meeting venue
Shareholders who wish to attend the meeting venue in person or by proxy must
- be recorded in the share register for the company maintained by Euroclear Sweden AB concerning the circumstances on Tuesday, May 19, 2026, and
- give notice of participation no later than Thursday, May 21, 2026, preferably before 16.00 CEST, on the company’s website www.inwido.com, in writing to Inwido AB (publ), Engelbrektsgatan 15, SE-211 33 Malmö or by email to agm@inwido.com. The notification shall include name, personal/ corporate identity number, telephone number and proxy and/or assistant (not more than two), if any.
Shareholders who are represented by proxy must issue a written, dated and signed power of attorney to the proxy. If the power of attorney has been issued by a legal entity, a copy of the registration certificate, or equivalent authorization document listing the authorized signatories must be attached. In order to facilitate registration at the AGM, the power of attorney and registration certificate as well as other authorization documents shall be received by the company at the address stated above no later than Thursday, May 21, 2026. Proxy forms in Swedish and English are available upon request and will be available at the company and on the company’s website, www.inwido.com. A power of attorney is valid one year from its issue or such longer time period stated in the power of attorney, however not more than five years.
B) Participation by postal voting
Shareholders who wish to participate in the AGM by postal voting must
- be recorded in the share register for the company maintained by Euroclear Sweden AB concerning the circumstances on Tuesday, May 19, 2026, and
- give notice of participation no later than Thursday, May 21, 2026, preferably before 16.00 CEST, by casting its postal vote in accordance with the instructions below so that the postal vote is received by Inwido no later than that day.
A person who wishes to attend the meeting venue in person or by proxy must give notice in accordance with A) above. Hence, a notice of participation only through postal voting is not sufficient for a person who wishes to attend the meeting venue.
A special form shall be used for postal voting. The postal voting form is available at the company’s website, www.inwido.com, under the section General Meetings. The completed and signed postal voting form may be sent by mail to Inwido AB (publ), Engelbrektsgatan 15, SE-211 33 Malmö or by email to agm@inwido.com. The completed form must be received by Inwido no later than Thursday, May 21, 2026.
The shareholders may not provide special instructions or conditions to the postal vote. If so, the entire postal vote is invalid. Further instructions and terms can be found in the postal voting form.
If shareholders submit their postal vote by proxy, a written and dated power of attorney signed by the shareholder must be attached to the postal voting form. If the power of attorney has been issued by a legal entity, a copy of the registration certificate, or equivalent authorization document listing the authorized signatories must be attached. Proxy forms in Swedish and English are available upon request and will be available at the company and on the company’s website, www.inwido.com. A power of attorney is valid one year from its issue or such longer time period as set out in the power of attorney, however not more than five years. If the shareholder is a legal entity, a copy of the registration certificate or other authorization document, not older than one year, listing the authorized signatories must be attached to the form.
Nominee registered shares
In order to be entitled to participate in the AGM, a shareholder whose shares are registered in the name of a nominee must, in addition to giving notice of participation in the AGM, register its shares in its own name so that the shareholder is listed in the presentation of the share register as of Tuesday, May 19, 2026. Such registration may be temporary (so-called voting rights registration), and request for such voting rights registration shall be made to the nominee in accordance with the nominee’s routines at such a time in advance as decided by the nominee. Voting rights registrations that have been made by the nominee no later than Thursday, May 21, 2026 will be taken into account in the presentation of the share register.
Proposal for agenda
- Opening of the meeting
- Election of Chairman of the meeting
- Preparation and approval of the voting list
- Approval of the agenda
- Election of one or two persons to approve the minutes
- Determination of compliance with the rules of convocation
- Presentation of
- the annual report, the auditor’s report, the consolidated financial statements and the auditor’s report on the consolidated financial statements, as well as the auditor’s report on the Group’s sustainability statement
- the Board’s proposal for dividend and reasoned statement thereon, and
- the statement by the auditor on the compliance of the applicable guidelines for remuneration to senior executives
- Report on the work of the Board and the Committees
- The Managing Director’s report
- Resolutions regarding
- adoption of the income statement and the balance sheet as well as the consolidated income statement and the consolidated balance sheet
- appropriation of the company’s profit in accordance with the adopted balance sheet and record date for dividend, and
- discharge from liability in relation to the company for the Board and the CEO
- Establishment of the number of Board members and the number of auditors and auditor deputies
- Establishment of fees to the Board and the auditors
- Election of the Board, auditors and, if any, auditor deputies
The Nomination Committee’s proposal:
13.1 Election of the Board
a. Per Bertland (re-election)
b. Mikael Jonson (re-election)
c. Kerstin Lindell (re-election)
d. Henriette Schütze (re-election)
e. Anders Wassberg (re-election)
f. Per Bertland as Chairman of the Board (re-election)
13.2 Election of auditors and, if any, auditor deputies - Resolution on approval of remuneration report
- Resolution on authorization for the Board to resolve on new share issues
- Closing of the meeting
Proposals by the Nomination Committee (items 2 and 11-13)
The Nomination Committee for the AGM 2026 has, in accordance with the established principles for the appointment of a nomination committee, consisted of Chairman Oscar Bergman (Swedbank Robur Fonder), Jan Särlvik (Fourth AP Fund), Nikolay Burdakov (Odin Fonder) and the Chairman of the Board Per Bertland, as a co-opted member.
The Nomination Committee has proposed the following for the AGM.
Chairman of the AGM: Chairman of the Board Per Bertland.
Number of Board members: The Board shall comprise five Board members without elected deputies.
Board of Directors: Re-election of Per Bertland, Mikael Jonson, Kerstin Lindell, Henriette Schütze, and Anders Wassberg.
Re-election of Per Bertland as Chairman of the Board.
Information regarding the Board members proposed for re-election can be found at the company’s website, www.inwido.com
Auditor: In accordance with the Audit Committee’s recommendation the registered audit company Ernst & Young AB shall be re-elected as auditor for a mandate period of one year. If elected, Ernst & Young AB has informed that authorized public accountant Martin Henriksson will be auditor in charge.
Fees to the Board members, the Committee members and the auditors:
Board member not employed by the company: SEK 400,000 (previously 370,000)
The Chairman of the Board: SEK 1,000,000 (previously 920,000)
Member of the Audit Committee: SEK 100,000 (previously 85,000)
The Chairman of the Audit Committee: SEK 200,000 (previously 170,000)
Member and Chairman of the Remuneration Committee: SEK 40,000 (previously 35,000)
The Chairman of the Remuneration Committee: SEK 55,000 (previously 50,000)
Fee to the auditor in accordance with special agreement.
In addition, the Nomination Committee recommends that the Board adopts a policy under which Board members are expected to invest one third of their net Board remuneration (excluding committee remuneration) in Inwido shares. Such a policy should stipulate that acquisitions be made during the period between the Annual General Meeting and the publication of the report for the second quarter, or as soon as practicable thereafter, and that the shareholding should be retained for as long as the Board member holds a Board position in the company, or for at least five years.
Preparation and approval of the voting list (item 3)
The voting list proposed for approval is the voting list drawn up by the company, based on the AGM’s register of shareholders, shareholders having given notice of participation and being present at the meeting venue, and postal votes received.
Dividend (item 10 b)
The Board has proposed a dividend of SEK 5.50 per share (5.50). As record date for the dividend the Board has proposed Friday, May 29, 2026. If the AGM resolves in accordance with the proposal, the dividend is expected to be paid by Euroclear Sweden AB starting Wednesday, June 3, 2026.
The Board’s proposal on authorization for the Board to resolve on new share issues (item 15)
The Board proposes that the AGM resolves to authorize the Board to resolve on new issues of shares on the following terms and conditions:
- The authorization may be exercised on one or several occasions up to the annual general meeting 2027.
- Maximum 5,797,252 shares, corresponding to 10 percent of the company’s share capital, may be issued.
- An issue may be made with or without deviation from the shareholders’ preferential right.
- An issue may be made against cash payment, by set-off or by contribution in kind.
- The subscription price shall, at deviation from the shareholders’ preferential right, be determined in accordance with market practice. The Board shall be entitled to determine other terms of the issue.
The purpose of the above authorization and the reason for the deviation from the shareholders’ preferential right is to enable the company, by way of issues of new shares for payment in cash, in kind or through set-off, to strengthen the company’s ability to carry out or finance company acquisitions, or to strengthen the company’s capital base in connection therewith.
The Board, or anyone appointed by the Board, shall be authorized to make such minor adjustments of the resolution of the general meeting that may be necessary in connection with registration with the Swedish Companies Registration Office.
Majority requirements
Under the Swedish Companies Act, the resolution of the general meeting on authorization for the Board to resolve on new share issues requires the support of shareholders representing at least two-thirds of both the number of votes cast and the shares represented at the meeting in order to be valid.
Documents
The Nomination Committee’s reasoned statement regarding its proposal for Board is available on the company’s website, www.inwido.com. Financial statements, the auditor’s report, other documents under item 7, the Board’s report pursuant to Chapter 8, Section 53 a of the Swedish Companies Act and the Board’s complete proposals for resolutions under item 15 will be available at the company’s head office, Engelbrektsgatan 15, SE-211 33 Malmö, and on www.inwido.com, as from Wednesday, May 6, 2026 at the latest and will be sent free of charge to shareholders upon request and state their postal address.
Shares and votes
The total number of shares in the company amounts to 57,972,528. The company has only one series of shares and the total number of votes in the company amounts to 57,972,528. The company holds no own shares.
Information at the AGM
The Board and the CEO shall at the AGM, if any shareholder so requests and the Board believes that it can be done without material harm to the company, provide information regarding circumstances that may affect the assessment of an item on the agenda, circumstances that can affect the assessment of the company’s or its subsidiaries’ financial situation or the company’s relation to other companies withing the group.
Processing of personal data
For information about the processing of your personal data, please see:
https://www.euroclear.com/dam/ESw/Legal/Integritetspolicy-bolagsstammor-svenska.pdf
If you have questions regarding our processing of your personal data, you can contact us by emailing privacy@inwido.com. Inwido AB (publ) has company registration number 556633-3828 and the Board’s registered office is in Malmö
Malmö in April 2026
The Board of Directors of Inwido AB (publ)
Contact
Peter Welin, CFO and Deputy CEO
Tel: +46 (0) 703 24 31 90, peter.welin@inwido.com
Sign up for the AGM here.
Proposals by the Nomination Committee
Reasoned statement of the Nomination Committee 2026
Inwido - Notification of participation and form for postal voting AGM 2026
The Board of Director proposal for divident and reasoned statement
Proposal by the Board on authorisation for the Board to resolve on new share issues
Resolutions at the Annual General Meeting 2025 of Inwido
The Annual General Meeting (the “AGM”) of Inwido AB (publ) was held today, Thursday, May 15, 2025, at STUDIO, Malmö. At the meeting, the following principal resolutions were passed.
Adoption of the Income Statements and the Balance Sheets and discharge from liability
The AGM approved the Income Statement and Balance Sheet as well as the Consolidated Income Statement and Consolidated Balance Sheet.
The Board and CEO was granted discharge from liability for the time period which the reports relate to.
Election of Board of Directors and auditor
Per Bertland, Mikael Jonson, Kerstin Lindell, Henriette Schütze, and Anders Wassberg were re-elected as Board members. Per Bertland was re-elected as Chairman of the Board. Ernst & Young was re-elected as auditor and the authorized public accountant Martin Henriksson will be auditor in charge.
Fees
It was resolved that the fees to the Board of Directors shall be SEK 370,000 to each Board member not employed by the company and SEK 920,000 to the Chairman of the Board. It was resolved that the fees to committee members shall be SEK 85,000 to each member of the Audit Committee, SEK 170,000 to the Chairman of the Audit Committee, SEK 35,000 to each member of the Remuneration Committee and SEK 50,000 to the Chairman of the Remuneration Committee.
It was resolved that the fee to the auditor shall be paid in accordance with an special agreement regarding the fee.
Dividend
The AGM resolved, in accordance with the Board of Directors’ proposal, on dividend amounting to SEK 5.50 per share and that the record date for the dividend shall be Monday 19 May 2025. Thus, dividend is expected to be paid by Euroclear Sweden AB starting Thursday 22 May 2025.
Instructions for the Nomination Committee
The AGM resolved, in accordance with the Nomination Committee's proposal, on revised instructions for the Nomination Committee.
Approval of Remuneration Report
The AGM approved the remuneration report in accordance with the Board of Directors’ proposal.
Guidelines for remuneration to senior executives
The AGM resolved, in accordance with the Board of Directors' proposal, on revised guidelines for remuneration to senior executives, entailing minor adjustments regarding the targets for variable cash remuneration.
Authorization for the Board to resolve on new share issues
The AGM resolved, in accordance with the Board of Directors’ proposal, to authorize the Board to, up to the AGM 2026, resolve on new issues of maximum 5,796,752 shares in the company, corresponding to 10 percent of the company’s share capital. An issue may be made with or without deviation from the shareholders’ preferential right and be made against cash payment, by set-off or by contribution in kind. The purpose of the authorization is to strengthen the company’s ability to carry out or finance company acquisitions, or to strengthen the company’s capital base in connection therewith.
For more information, please contact:
Peter Welin, CFO and deputy CEO
Phone: 46(0)70-324 3190, e-mail: peter.welin@inwido.com
Proposal by the Board on authorisation for the Board to resolve on new share issues
Notification of participation and form for postal voting
The Board of Director proposal for dividend and reasoned statement
Proposals by the Nomination Committee
Instructions for the Nomination Committee
Reasoned statement of the Nomination Committee
Proposal on guidelines for remuneration to senior executives
Resolutions at the Annual General Meeting 2024 of Inwido
The Annual General Meeting (the “AGM”) of Inwido AB (publ) was held today, Thursday, May 16, 2024, at Studio, Malmö. At the meeting, the following principal resolutions were passed.
Adoption of the Income Statements and the Balance Sheets and discharge from liability
The AGM approved the Income Statement and Balance Sheet as well as the Consolidated Income Statement and Consolidated Balance Sheet.
The Board and CEO was granted discharge from liability for the time period which the reports relate to.
Election of Board of Directors and auditor
Per Bertland, Kerstin Lindell, Henriette Schütze, and Anders Wassberg were re-elected as Board members and Mikael Jonson was elected as a new Board member. Per Bertland was re-elected as Chairman of the Board. Ernst & Young was elected as new auditor and the authorized public accountant Martin Henriksson will be auditor in charge.
Fees
It was resolved that the fees to the Board of Directors shall be SEK 345,000 to each Board member not employed by the company and SEK 860,000 to the Chairman of the Board. It was resolved that the fees to committee members shall be SEK 75,000 to each member of the Audit Committee, SEK 150,000 to the Chairman of the Audit Committee and SEK 30,000 to the members and the Chairman of the Remuneration Committee, respectively.
It was resolved that the fee to the auditor shall be paid in accordance with a special agreement regarding the fee.
Dividend
The AGM resolved in accordance with the proposal of the Board on dividend amounting to SEK 6.50 per share and that the record date for the dividend shall be Monday 20 May 2024. Thus, dividend is expected to be paid by Euroclear Sweden AB starting Thursday 23 May 2024.
Approval of Remuneration Report
The AGM approved the remuneration report in accordance with the Board of Directors’ proposal.
Authorization for the Board to resolve on new share issues
The AGM resolved, in accordance with the Board of Directors’ proposal, to authorize the Board to, up to the AGM 2025, resolve on new issues of maximum 5,796,752 shares in the company, corresponding to 10 percent of the company’s share capital. An issue may be made with or without deviation from the shareholders’ preferential right and be made against cash payment, by set-off or by contribution in kind. The purpose of the authorization is to strengthen the company’s ability to carry out or finance company acquisitions, or to strengthen the company’s capital base in connection therewith.
Resolution on long term incentive program
The AGM resolved, in accordance with the Board of Directors’ proposal, to adopt a long-term incentive program, entailing an issue and transfer of a maximum of 250,000 subscription warrants to 40 senior executives and key employees in the Inwido group. Transfer of subscription warrants shall be made at market value at the time of transfer, and allotment shall be made in accordance with the principles set out in the Board’s proposal. Each subscription warrant entitles to holder to subscribe for one new share in Inwido, at a subscription price of 115 percent of the volume weighted average price according to Nasdaq Stockholm’s official price list for the share in the Company during the period from and including 17 May 2024 up to and including 23 May 2024. Subscription of shares by exercise of the subscription warrants may take place during the periods from and including 1 August 2027 up to and including 31 August 2027, from and including 15 February 2028 up to and including 15 March 2028, from and including 1 August 2028 up to and including 31 August 2028, from and including 15 February 2029 up to and including 15 March 2029, and from and including 1 August 2029 up to and including 31 August 2029. In order to encourage participation in the program, a subsidy in the form of a gross salary increment corresponding to a maximum of 50 percent of the premium paid for each warrant will be received by the participants in connection with the transfer of the warrants. The maximum dilution effect of the incentive program is approximately 0.4 percent of the shares and votes in the company at full exercise. The long-term incentive programs adopted by the Annual General Meeting in 2021 and 2022 respectively corresponds to a total dilution effect of approximately 0.4 percent, which means that the three programs together may entail a maximum dilution effect of approximately 0.8 percent.
Proposal by the Board on authorisation for the Board to resolve on new share issues
Notification of participation and form for postal voting
The Board of Directors' proposal for resolution on warrants program 2024-2029
The Board of Director proposal for dividend and reasoned statement
Proposals by the Nomination Committee
Reasoned statement of the Nomination Committee
Terms and conditions for subscription warrants
Resolutions at the Annual General Meeting 2023 of Inwido
The Annual General Meeting (the “AGM”) of Inwido AB (publ) was held today, Thursday 4 May 2023, at Studio, Malmö. At the meeting, the following principal resolutions were passed.
Adoption of the Income Statements and the Balance Sheets and discharge from liability
The AGM approved the Income Statement and Balance Sheet as well as the Consolidated Income Statement and Consolidated Balance Sheet.
The Board and CEO was granted discharge from liability for the time period which the reports relate to.
Election of Board of Directors and auditor
Per Bertland, Kerstin Lindell, Henriette Schütze, Christer Wahlquist and Anders Wassberg were re-elected as Board members. Per Bertland was re-elected as Chairman of the Board. KPMG was re-elected as auditor and the authorized public accountant Linda Bengtsson will be auditor in charge.
Fees
It was resolved that the fees to the Board of Directors shall be SEK 335,000 to each Board member not employed by the company and SEK 775,000 to the Chairman of the Board. It was resolved that the fees to committee members shall be unchanged at SEK 50,000 to each member of the Audit Committee, SEK 130,000 to the Chairman of the Audit Committee and SEK 25,000 to the members and the Chairman of the Remuneration Committee, respectively.
It was resolved that the fee to the auditor shall be paid in accordance with an special agreement regarding the fee.
Dividend
The AGM resolved in accordance with the proposal of the Board on dividend amounting to SEK 6.50 per share and that the record date for the dividend shall be Monday 8 May 2023. Thus, dividend is expected to be paid by Euroclear Sweden AB starting Thursday 11 May 2023.
Approval of Remuneration Report
The AGM approved the remuneration report in accordance with the Board of Directors’ proposal.
Authorization for the Board to resolve on new share issues
The AGM resolved, in accordance with the Board of Directors’ proposal, to authorize the Board to, up to the AGM 2024, resolve on new issues of maximum 5,796,752 shares in the company, corresponding to 10 per cent of the company’s share capital. An issue may be made with or without deviation from the shareholders’ preferential right and be made against cash payment, by set-off or by contribution in kind. The purpose of the authorization is to strengthen the company’s ability to carry out or finance company acquisitions, or to strengthen the company’s capital base in connection therewith.
Resolution on long term incentive program
The AGM resolved, in accordance with the Board of Directors’ proposal, to adopt a long-term incentive program, entailing an issue and transfer of a maximum of 175,000 subscription warrants to 25 senior executives and key employees in the Inwido group. The program mainly corresponds to the long-term incentive program adopted by the 2022 Annual General Meeting. Transfer of subscription warrants shall be made at market value at the time of transfer, and allotment shall be made in accordance with the principles set out in the Board’s proposal. Each subscription warrant entitles to holder to subscribe for one new share in Inwido, at a subscription price of 125 per cent of the volume weighted average price according to Nasdaq Stockholm’s official price list for the share in the Company during the period from and including 8 May 2023 up to and including 12 May 2023. Subscription of shares by exercise of the subscription warrants may take place during the periods from and including 1 August 2026 up to and including 31 August 2026, from and including 1 August 2027 up to and including 31 August 2027 and from and including 1 August 2028 up to and including 31 August 2028. The maximum dilution effect of the incentive program is approximately 0.3 per cent of the shares and votes in the company at full exercise. The long-term incentive programs adopted by the Annual General Meeting in 2021 and 2022 respectively corresponds to a total dilution effect of approximately 0.4 per cent, which means that the three programs together may entail a maximum dilution effect of approximately 0.7 per cent.
Minutes from AGM 2023 (in Swedish)
Proposals by the Nomination Committee
Reasoned statement of the Nomination Committee
Notification of participation and form for postal voting
The Board of Director proposal for dividend and reasoned statement
Proposal by the Board on authorisation for the Board to resolve on new share issues
The Board of Directors’ proposal for resolution on a long-term incentive program
Resolutions at the Annual General Meeting 2022 of Inwido
The Annual General Meeting (the “AGM”) of Inwido AB (publ) was held Thursday 5 May 2022, at Elite Hotel Savoy in Malmö. At the meeting, the following principal resolutions were passed.
Adoption of the Income Statements and the Balance Sheets and discharge from liability
The AGM approved the Income Statement and Balance Sheet as well as the Consolidated Income Statement and Consolidated Balance Sheet. The Board and CEO was granted discharge from liability for the time period which the reports relate to.
Election of Board of Directors and auditor
Per Bertland, Kerstin Lindell, Henriette Schütze, Christer Wahlquist and Anders Wassberg were re-elected as Board members. Per Bertland was re-elected as Chairman of the Board. KPMG was re-elected as auditor and the authorized public accountant Linda Bengtsson will be auditor in charge.
Fees
It was resolved that the fees to the Board of Directors shall be SEK 325,000 to each Board member not employed by the company and SEK 750,000 to the Chairman of the Board. It was resolved that the fees to committee members shall be unchanged at SEK 50,000 to each member of the Audit Committee, SEK 130,000 to the Chairman of the Audit Committee and SEK 25,000 to the members and the Chairman of the Remuneration Committee, respectively.
It was resolved that the fee to the auditor shall be paid in accordance with an special agreement regarding the fee.
Dividend
The AGM resolved in accordance with the proposal of the Board on dividend amounting to SEK 6.15 per share and that the record date for the dividend shall be Monday 9 May 2022. Thus, dividend is expected to be paid by Euroclear Sweden AB starting Thursday 12 May 2022.
Approval of Remuneration Report
The AGM approved the remuneration report in accordance with the Board of Directors’ proposal.
Guidelines for remuneration to senior executives
The AGM resolved, in accordance with the Board of Directors’ proposal, on revised guidelines for remuneration to senior executives, mainly corresponding to the current guidelines but with minor adjustments regarding the criteria for variable cash remuneration.
Authorization for the Board to resolve on new share issues
The AGM resolved, in accordance with the Board of Directors’ proposal, to authorize the Board to, up to the AGM 2023, resolve on new issues of maximum 5,796,752 shares in the company, corresponding to 10 per cent of the company’s share capital. An issue may be made with or without deviation from the shareholders’ preferential right and be made against cash payment, by set-off or by contribution in kind. The purpose of the authorization is to enable the company, by way of issues of new shares for payment in cash, in kind or through set-off, to strengthen the company’s ability to carry out or finance company acquisitions, or to strengthen the company’s capital base in connection therewith.
Resolution on long term incentive program
The AGM resolved, in accordance with the Board of Directors’ proposal, to adopt a long-term incentive program, entailing an issue and transfer of a maximum of 160,000 subscription warrants to approximately 20 senior executives and key employees in the Inwido group. The program mainly corresponds to the long-term incentive program adopted by the 2021 Annual General Meeting. Transfer of subscription warrants shall be made at market value at the time of transfer, and allotment shall be made in accordance with the principles set out in the Board’s proposal. Each subscription warrant entitles to holder to subscribe for one new share in Inwido, at a subscription price of 125 per cent of the volume weighted average price according to Nasdaq Stockholm’s official price list for the share in the Company during the period from and including 9 May 2022 up to and including 13 May 2022. Subscription of shares by exercise of the subscription warrants shall take place during the periods from and including 1 August 2025 up to and including 31 August 2025, from and including 1 August 2026 up to and including 31 August 2026 and from and including 1 August 2027 up to and including 31 August 2027. The maximum dilution effect of the incentive program is approximately 0.28 per cent of the shares and votes in the company at full exercise. The long-term incentive program adopted by the 2021 Annual General Meeting corresponds to a total dilution effect of approximately 0.40 per cent, which means that the programs together may entail a maximum dilution effect of approximately 0.68 per cent.
Minutes from AGM 2022 (in Swedish)
Notice of Annual General Meeting 2022
Proposals by the Nomination Committee
Reasoned statement of the Nomination Committee
Terms and conditions for warrant program
Proposal by the Board of Directors on guidelines for remuneration to senior executives
Proposal on authorisation to resolve new issues
Resolutions at the Annual General Meeting 2021 of Inwido.
Watch the AGM presentation here.
In order to reduce the risk of spreading covid-19, the Annual General Meeting (the “AGM”) of Inwido AB (publ) held on 6 May 2021 was held by postal voting, in accordance with temporary legislation. At the meeting, the following main resolutions were passed.
Adoption of the Income Statements and the Balance Sheets and discharge from liability
The AGM approved the Income Statement and Balance Sheet as well as the Consolidated Income Statement and Consolidated Balance Sheet. The Board and CEO was granted discharge from liability for the time period which the reports relate to.
Election of Board of Directors and auditor
Kerstin Lindell, Henriette Schütze, Christer Wahlquist and Anders Wassberg were re-elected as Board members and Per Bertland was elected as a new Board member. Georg Brunstam had declined re-election. Per Bertland was also elected as new Chairman of the Board. KPMG was re-elected as auditor and the authorised public accountant Linda Bengtsson will be auditor in charge.
Fees
It was resolved that the fees to the Board of Directors shall be SEK 300,000 to each Board member not employed by the company and SEK 700,000 to the Chairman of the Board. It was further resolved that the fees to committee members shall be unchanged at SEK 50,000 to each member of the Audit Committee, SEK 130,000 to the Chairman of the Audit Committee and SEK 25,000 to the members and the Chairman of the Remuneration Committee, respectively.
Dividend
The AGM resolved in accordance with the proposal of the Board dividend amounting to SEK 4.50 per share and that the record date for the dividend shall be Monday 10 May 2021. Thus, dividend is expected to be paid by Euroclear Sweden AB starting Friday 14 May 2021.
Instructions for the Nomination Committee
The AGM resolved in accordance with the proposal from the Nomination Committee to adopt revised instructions for the Nomination Committee to apply until further notice, adjusted mainly for the purpose of clarifying the conditions and the process for appointing representatives to the Nomination Committee.
Approval of Remuneration Report
The AGM approved the remuneration report in accordance with the Board of Directors’ proposal.
Amendments in the Articles of Association
The AGM resolved, in accordance with the Board of Directors’ proposal, to amend the Articles of Association in order to enable the Board of Directors to decide on collection of powers of attorney and postal voting at future general meetings and with the purpose of adapting the Articles of Associate to previous adopted legislative changes.
Authorization for the Board to resolve on new share issues
The AGM resolved, in accordance with the Board of Directors’ proposal, to authorise the Board to, up to the AGM 2022, resolve on new issues of maximum 5,796,752 shares in the company, corresponding to 10 per cent of the company’s share capital. An issue may be made with or without deviation from the shareholders’ preferential right and be made against cash payment, by set-off or by contribution in kind. The purpose of the authorisation is to enable the company, by way of issues of new shares for payment in cash, in kind or through set-off, to strengthen the company’s ability to carry out or finance company acquisitions, or to strengthen the company’s capital base in connection therewith.
Resolution on long term incentive program
The AGM resolved, in accordance with the Board of Directors’ proposal, to adopt a long-term incentive program, entailing an issue and transfer of a maximum of 235,000 subscription warrants to approximately 40 senior executives and key employees in the Inwido group. Transfer shall be at market value at the time of transfer, and allotment shall be made in accordance with the principles set out in the Board’s proposal. Each subscription warrant entitles to holder to subscribe for one new share in Inwido, at a subscription price of 125 percent of the volume weighted average price according to Nasdaq Stockholm’s official price list for the share in the Company during the period from 28 April 2021 up to and including 6 May 2021. Subscription of shares by exercise of the subscription warrants shall take place during the periods from and including 1 August 2024 up to and including 31 August 2024, from and including 15 February 2025 up to and including 15 March 2025, from and including 1 August 2025 up to and including 31 August 2025, from and including 15 February 2026 up to and including 15 March 2026, and from and including 1 August 2026 up to and including 31 August 2026. The maximum dilution effect of the incentive program is approximately 0.4 percent of the shares and votes in the company at full exercise.
Video presentation of Per Bertland.
Minutes from AGM 2021 (in swedish)
Proposals by the Nomination Committee
Reasoned statement of the Nomination Committee
Presentation suggested Board members Inwido
Inwido - Notification of attendance and form for postal voting
Proposal by the Board on authorisation for the Board to resolve on new share issues
The Board of Director proposal for divident and reasoned statement
Inwido - the Board of Directors proposal on amendments of the Articles of Association
Appendix A revised articles of association (SE och Eng)
Auditor’s opinion under Chapter 8
Inwido - the Board of Directors’ proposal for resolution on warrants program 2021_2026
Inwido - Terms and conditions for subscription warrants series 2021_2026 (SE och ENG)
Resolutions at the Annual General Meeting 2020
The Annual General Meeting (the “AGM”) of Inwido AB (publ) was held Tuesday May 5, 2020, at Malmö Börshus. At the meeting, the following principal resolutions were passed.
Election of Board of Directors and auditor
Georg Brunstam, Kerstin Lindell, Henriette Schütze, Christer Wahlquist and Anders Wassberg were re-elected as Board members. Benny Ernstson had declined re-election. Georg Brunstam was re-elected as Chairman of the Board. KPMG was re-elected as auditor and the authorised public accountant Linda Bengtsson will be auditor in charge.
Fees
It was resolved that the fees to the Board of Directors shall be unchanged at SEK 275,000 to each Board member not employed by the company and SEK 580,000 to the Chairman of the Board. It was further resolved that the fees to Committee members shall be unchanged at SEK 50,000 to each member of the Audit Committee, SEK 130,000 to the Chairman of the Audit Committee and SEK 25,000 to the members and the Chairman of the Remuneration Committee, respectively.
Dividend
The AGM resolved, in accordance with the proposal by the Board, that no dividend shall be distributed for the financial year 2019 and that the funds available for distribution shall be carried forward.
Guidelines for remuneration to senior executives
In accordance with the proposal by the Board, the AGM resolved upon guidelines for remuneration to senior executives principally entailing that the total remuneration and the terms and conditions for the senior executives shall be based on relevant market conditions and shall be comprised of a balanced mixture of fixed cash salary, variable cash remuneration, pension benefits and other benefits. The variable cash remuneration is to be based on the outcome of predetermined objectives and shall be limited to 50 per cent of the total fixed cash salary under the measurement period for the relevant objectives. Fixed cash salary during the period of notice and any severance pay shall together not exceed an amount equivalent to the CEO’s fixed cash salary for 18 months, and twelve months for other executives.
Authorisation for the Board to resolve on new share issues
In accordance with the proposal by the Board, the AGM resolved to authorise the Board to, up to the AGM 2021, resolve on new issues of maximum 5,796,752 shares in the company, corresponding to 10 per cent of the company’s share capital. An issue may be made with or without deviation from the shareholders’ preferential right and be made against cash payment, by set-off or by contribution in kind. The purpose of the authorisation is to enable the company, by way of issues of new shares for payment in cash, in kind or through set-off, to strengthen the company’s ability to carry out or finance acquisitions, or to strengthen the company’s capital base in connection therewith.
Notice of the Annual General Meeting and proposed agenda
Presentation of the proposed Board members
Proposal by the Board of Directors for authorisation to resolve on new share issues
Proposal by the Board of Directors on guidelines for remuneration to senior executives
Proposals by the Nomination Committee
Inwido AB (publ) (556633-3828) arranged an Extraordinary General Meeting on Tuesday 21 January 2020 at 4.00 p.m. CET, at Inwido’s head office, Engelbrektsgatan 15 in Malmö, Sweden.
In accordance with the proposal from the Nomination Committee, the EGM resolved to elect Kerstin Lindell and Christer Wahlquist as new board members for the period up until the end of the next Annual General Meeting. Following the EGM’s resolution, Inwido’s board of directors now, in addition to the employee representatives, consist of Georg Brunstam (chairman), Benny Ernstson, Kerstin Lindell, Henriette Schütze, Christer Wahlquist and Anders Wassberg.
Furthermore, the EGM resolved that the board fees (including remunerations for committee work) per board member shall continue to apply in accordance with the resolution by the Annual General Meeting of 3 May 2019. For the new board members, fees are to be payable pro rata for each member’s actual period of service relative to the entire period from the close of the 2019 Annual General Meeting to the close of the next Annual General Meeting.
Notice of Extraordinary General Meeting
The shareholders of Inwido AB (publ), Reg. No. 556633-3828, are hereby invited to attend the Annual General Meeting (“AGM”) to be held on Friday May 3, 2019 at 2.00 p.m. CET, at Malmö Börshus, Skeppsbron 2 in Malmö, Sweden. Registration of attendance commences at 1.30 p.m. Complete documentation for the AGM will be available at Inwido’s head office and on www.inwido.com at latest from 12 April 2019.
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President & CEO presentation (in Swedish)
Notice of the Annual General Meeting and proposed agenda
Proposal by the Nomination Committee
Reasoned statement of the Nomination Committee
Presentation of the proposed Board members
The Board´s proposal remuneration guidelines
The Board´s report Remuneration Committee
Proposal by the Board of Directors for authorization to resolve on issue on new shares
Inwido AB (publ) Annual General Meeting (“AGM”) was held on Wednesday May 9, 2018 at 4.00 p.m. CET, at Malmö Börshus, Skeppsbron 2 in Malmö, Sweden.
President & CEO presentation (in Swedish)
Notice of the AGM and proposed agenda
Proposal by the Nomination Committee
Reasoned statement of the Nomination Committee
Presentation of the proposed Board members
The Board´s proposal renumeration guidelines
The Board´s statement dividend
The Board´s report remuneration committee
Proposal for instruction for the Nomination Committee
Proposal by the Board of Directors for authorization to resolve on issue of new shares
Inwido AB (publ) Extraordinary General Meeting was held on Monday 20 November 2017 at 4.00 p.m. CET, at Inwido’s head office, Engelbrektsgatan 15 in Malmö, Sweden.
The Annual General Meeting (“AGM”) of Inwido AB was held Tuesday May 9, 2017, at Malmö Börshus.
President & CEO presentation (Swedish)
Notice of the AGM and proposed agenda
Proposal by the Nomination Committee
Reasoned statement of the Nomination Committee
Presentation of the proposed Board members
The Board´s proposal renumeration guidelines
The Board´s statement dividend
Inwidos Extraordinary General Meeting was held Friday 26 August, 2016 4.00 p.m. CET, at Inwido HQ, Engelbrektsgatan 15 in Malmö, Sweden.
The Annual General Meeting (“AGM”) of Inwido AB was held, Tuesday May 10, 2016, at Malmö Börshus.
President & CEO presentation (in Swedish)
Press release Nomination Committee and AGM 2016
Notice of the AGM and proposed agenda
Proposal by the Nomination Committee
Reasoned statement of the Nomination Committee
Presentation of the proposed Board members
The Board´s proposal for incentive program
Terms and conditions for convertible bonds series 2016/2019
Terms and conditions for warrants series 2016/2019
The Board´s report remuneration committee
The Board´s proposal guidelines remuneration
The Annual General Meeting (“AGM”) of Inwido AB was held Tuesday May 12, 2015 at Malmö Börshus.
