Corporate Governance

General Meeting

The Annual General Meeting is the highest decision-making body in which shareholders exercise their voting rights. The Annual General Meeting shall be held once a year no later than June. The Annual General Meeting resolves on the annual report, dividends, appointments to the Board of Directors, election of auditor, compensation to the Board of Directors and remuneration to the auditor, as well as other issues in accordance with the Swedish Companies Act and the Articles of Association. Notice of the Annual General Meeting shall be published in Post- och Inrikes Tidningar (official Swedish gazette) and on the company’s website. The issuance of the Notice of the Annual General Meeting shall be advertised in the Swedish newspaper Svenska Dagbladet. Information about previous AGMs and minutes are available on the company’s website. The Company does not apply any special arrangement in relation to the functions of the General Meeting due to any article in the Articles of Association, or as far as the company is aware of, any shareholders’ agreement.

Right to participate at the General Meeting and shareholders’ right of initiative
Shareholders registered in the share register maintained by Euroclear five business days before the General Meeting and who, by the date specified in the Notice of the General Meeting, have informed the company of their intention to attend, are eligible to participate in the General Meeting and to vote for the number of shares held. Shareholders may attend the Meeting in person or by proxy, and may be accompanied by a maximum of two assistants. Shareholders’ assistants may accompany them at a General Meeting if the shareholders provide notification thereof in accordance with the procedure for shareholder registration.

In addition to notifying AddLife, shareholders whose shares are nominee registered at a bank or other nominee must request that their shares be temporarily registered under their own names in the share register maintained by Euroclear to be eligible to participate in the General Meeting. Shareholders should inform their nominees in good time before the record date. Shareholders seeking to have a matter addressed at a General Meeting must submit a written request to the Board. The request must normally be received by the Board no later than one week before the earliest point at which the notice of the General Meeting may be issued under the Companies Act. Every shareholder that submits a request within the required time has the right to have the issue brought before the General Meeting.

Annual General Meeting 2023
AddLife's Annual General Meeting was held on Thursday 4 May 2023 in Stockholm. In all, 267 shareholders were present at the Meeting, in person or by proxy, representing 71.45 percent of the votes and 63.88 percent of the capital. Chairman of the Board Johan Sjö was elected to serve as chairman of the AGM.

The 2023 Annual General Meeting resolved:

• To adopt the financial statements for 2022
• A dividend was declared at SEK 1.20 per share, regardless of share class.
• To carry forward the company’s profits
• To discharge the Board of Directors and Chief Executive Officer from liability for the past financial year
• To re-elect board members Johan Sjö, Håkan Roos, Birgit Stattin Norinder, Eva Nilsagård, Stefan Hedelius and Eva Elmstedt
• To re-elect Johan Sjö to serve as chairman of the Board
• To elect the audit firm KPMG AB to serve as auditor 
• To approve the remuneration report of the Board of Directors
• To implement a long-term incentive scheme under which the participants will have the opportunity to acquire call options at market prices for shares repurchased by AddLife AB
• To authorise the Board of Directors to acquire, prior to the next AGM, a maximum number of Class B shares so that the company’s own holdings of shares in AddLife does not exceed 10 percent of all shares in the company at any time
• TTo authorise the Board of Directors to resolve on a new issue of up to 10 percent of the number of Class B shares

The other resolutions of the AGM are set out in the full minutes of the AGM, which together with other information on the AGM 2023 are available on www.add.life/en/investors/corporate-governance/general-meeting/