Notification of the Annual General Meeting 2021 of NCC AB
In order to prevent the spread of the coronavirus, the Board has decided that the meeting should be conducted without the physical presence of shareholders, representatives and external parties. NCC instead welcomes the shareholders to ask questions via e-mail and exercise their voting right at the meeting by postal voting in the manner described below and in the notice.
Information to shareholders and opportunity to ask questions
As it is not possible to attend the AGM, the CEO's address has been recorded and will be available at ncc.com/investor-relations/annual-general-meeting on February 26, 2021. Shareholders are invited to listen to this and e-mail any questions to firstname.lastname@example.org no later than March 20, 2021. Questions will be answered and commented on by the CEO and/or the Board on NCC’s website ncc.se ,no later than March 25, 2021. NCC’s Annual Report for 2020 will be published on the website on or around March 8, 2021.
Registration and participation
Shareholders who wish to participate in the AGM via postal voting must:
- be registered in the share register maintained by Euroclear Sweden AB on Monday, March 22, 2021,
- notify their intention to participate by having submitted a postal vote in accordance with instructions under the heading “Postal voting” below in such a manner that Euroclear Sweden AB has received it by Monday, March 29, 2021, at the latest.
To be entitled to participate in the AGM, shareholders whose shares are held in the name of a trustee must, in addition to notifying their participation in the AGM, re-register the shares in their own name so that the shareholder is registered in the share register on March 22, 2021. Such registration, which may be temporary, must be completed by Monday, March 22, 2021, and should be requested from the trustee in ample time prior to March 22, 2021.
The special form to be used for postal voting is available on NCC’s website ncc.se and at the headquarters, Herrjärva Torg 4, SE-170 67 Solna, Sweden. The form also serves as notification of participation in the AGM. A completed and signed form for postal voting should be sent by regular mail to NCC AB, c/o Euroclear Sweden AB, Box 191, SE-101 23 Stockholm, Sweden or by e-mail to GeneralMeetingServices@euroclear.eu and must be received by Euroclear by March 29, 2021 at the latest. Shareholders who are natural persons can also cast their postal vote electronically by verifying their identity using BankID on the website of Euroclear Sweden AB, https://anmalan.vpc.se/euroclearproxy.
If the shareholder is postal voting through a representative, the power of attorney must be enclosed with the form. A form for power of attorney (proxy) is available on NCC’s website, ncc.se. If the shareholder is a legal entity, proof of registration or other authorization document must be enclosed with the form.
Shareholders are not allowed to include special instructions or conditions in the postal vote.
1. Election of Chairman of the Meeting.
2. Preparation and approval of the voting list.
3. Approval of the agenda.
4. Election of two officers, in addition to the Chairman, to verify the minutes.
5. Determination of whether the Meeting has been duly convened.
6. Presentation of the Annual Report and the Auditors’ Report, and the Consolidated Financial Report and Auditors’ Report on the Consolidated Financial Report, as well as the Auditors’ Report on the Audit Work for 2020.
7. Motions concerning the adoption of the Income Statement and the Balance Sheet and the Consolidated Income Statement and Consolidated Balance Sheet.
8. Motions concerning the disposition to be made of the Company’s profit or loss as shown in the balance sheet adopted by the Meeting.
9. Motions concerning approval of remuneration report.
10. Motions the discharge of the Members of the Board and the CEO from personal liability for their administration during the 2020 fiscal year.
11. Motions concerning the number of Members of the Board to be elected by the AGM.
12. Determination of the fees to be paid to the Board Members and Auditor.
13. Election of Members of the Board and Chairman of the Board.
14. Election of Auditor.
15. Election of members of the Nomination Committee and of the Chair of the Nomination Committee.
16. Motion concerning guidelines for determining executive remuneration.
17. Motions concerning:
A. Introduction of long-term performance-based incentive program (LTI 2021 Share Program).
B. Purchase of own shares.
C. Transfer of own shares to participants in LTI 2021 Share Program.
D. Transfer of own shares to cover certain costs pursuant to LTI 2021 Share Program and other ongoing LTI programs.
The complete motions will be available on NCC’s website ncc.se .
A notice convening the AGM is published in Post- och Inrikes Tidningar on Friday February 26, 2021 and on NCC’s website ncc.se . Confirmation of the notice convening the AGM is announced in Dagens Nyheter and Svenska Dagbladet on February 26, 2021.
Read the entire official notification in the enclosed PDF document.
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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 2020, NCC had sales of SEK 54 bn and 14,500 employees. The NCC shares are listed on Nasdaq Stockholm.