NCC’s 2022 Annual General Meeting
Today at the Annual General Meeting (AGM), the shareholders of NCC passed resolutions concerning inter alia the adoption of the income statement and the balance sheet, discharge from liability for the Board of Directors and the CEO, payment of a dividend, and authorization for the Board of Directors to repurchase and transfer own Series B shares.
NCC’s AGM resolved in favor of the Board’s proposal that a dividend of SEK 6.00 per share be paid for the 2021 fiscal year, divided between two payment occasions. The record date for the first payment of SEK 3.00 per share is April 7, 2022, while the record date for the second payment of SEK 3.00 per share has been set as November 8, 2022.
The AGM adopted the income statements and balance sheets for 2021 and the Board of Directors and the President were discharged from personal liability.
The AGM approved the Board of Directors’ remuneration report.
The AGM resolved that the Board of Directors consist of six regular Board members, which is a reduction of one member. In accordance with the Nomination Committee’s proposal, the Board members Birgit Nørgaard, Geir Magne Aarstad, Alf Göransson, Mats Jönsson, Angela Langemar Olsson and Simon de Château were reelected. Alf Göransson was elected Chairman of the Board. Board member Viveca Ax:son Johnson had declined re-election. Information on the Board members is available on ncc.se.
It was resolved that Board fees be paid in a total amount of SEK 4,000,000, excluding fees for Committee work, distributed in the amount of SEK 1,500,000 (unchanged) to the Chairman of the Board and SEK 500,000 (unchanged) to each other member. Fees will be paid to the members of the Audit Committee as follows: the Chair of the Committee will receive SEK 175,000 and each other member will receive SEK 125,000. Fees will be paid to the members of the Project Committee as follows: the Chair of the Committee will receive SEK 125,000 and other member will receive SEK 100,000. The adopted Committee fees are unchanged.
In accordance with the Audit Committee’s recommendation, the auditing firm PricewaterhouseCoopers AB (PwC) was reelected auditor of the company, with Ann-Christine Hägglund as Auditor-in-Charge. PwC was elected until the close of the 2023 AGM. The auditors will be remunerated in return for approved invoices.
Peter Hofvenstam (CEO of Nordstjernan), Simon Blecher (fund manager at Carnegie Fonder), Tobias Kaj (fund manager at Lannebo Fonder) and Sussi Kvart (Handelsbanken Fonder) were appointed as members of the Nomination Committee for the period up to the close of the next AGM, with Peter Hofvenstam as Chair.
The AGM resolved on the guidelines for remuneration of senior executives, which means the maximum short-term variable remuneration payable to the CEO will be unchanged at 75 percent of fixed salary and the maximum amount payable to other members of the Senior Management Team will be unchanged at 40 or 50 percent of fixed salary.
The AGM authorized the Board, on one or several occasions during the period up to the next AGM, to make decisions on the repurchase of the company’s Series B shares up to an amount so that, at the given time following the acquisition, the company holds a maximum of 10 percent of all shares in the company. Purchases of shares are to be made on Nasdaq Stockholm at a price per share that is within the registered price interval for NCC’s Series B share at any given time. The purpose of the authorization is to give the Board greater scope to be able to adapt the company’s capital structure to the capital requirement from time to time.
The AGM authorized the Board, on one or several occasions during the period up to the next AGM, to make decisions on the transfer of a maximum of 200,000 Series B shares via Nasdaq Stockholm to cover costs, mainly costs for dividend compensation, social security fees and payments on the basis of the synthetic shares arising from previously outstanding long-term performance-based incentive programs (LTI 2019, LTI 2020 and LTI 2021).
For further information, please contact:
Ann-Marie Hedbeck, Head of Legal & Risk, NCC, +46 70 636 18 85
Maria Grimberg, Head of Communications and IR, NCC, +46 70 896 12 88
NCC’s media line: +46 (0) 8 585 519 00, firstname.lastname@example.org, NCC’s Media bank
About NCC. NCC is one of the leading construction companies in the Nordics. Based on its expertise in managing complex construction processes, NCC contributes to the positive impact of construction for its customers and society. Operations include commercial property development, building and infrastructure project contracting, and asphalt and stone materials production. In 2021, NCC had sales of about SEK 53 bn and 13,000 employees. NCC’s shares are listed on Nasdaq Stockholm.