No. 6 2024 Course of Annual General Meeting
March 15 2024 - 7:30AM
UK Regulatory
No. 6 2024 Course of Annual General Meeting
The annual general meeting (AGM) took due note of the
management’s review and discussed and approved the Annual Report
2023 together with the statement by the Executive Board and the
Board of Directors and the independent auditors' report.
The AGM then discussed and adopted the Board of Directors’
proposal for:
- Allocation of profits in accordance
with the approved annual report with dividend distribution of DKK
30.00 for each share of DKK 100.
- Approval of the Remuneration Report
2023 by indicative vote.
- Remuneration to the Board of
Directors for 2024: Fixed annual remuneration unchanged DKK
200,000. In addition to this, members of the Board of Directors
will receive DKK 15,000 for each physical board meeting or
committee meeting that they attend, and DKK 7,500 for each virtual
board meeting or committee meeting that they attend.
- Election of the following members to
the Board of Directors:
Re-elected were Michael Troensegaard Andersen, Jesper Dalsgaard,
Louise Knauer, Peter Bang, Morten Chrone and Katrine Borum.
The following employee representatives make up the remainder of the
Board of Directors: Rune Jesper Nielsen, Denise Goldby and Michael
Kærgaard Ravn.
- Re-election of Deloitte,
Statsautoriseret Revisionspartnerselskab, CVR no. 33 96 35 56, as
auditor and election of Deloitte, Statsautoriseret
Revisionspartnerselskab, as new sustainability auditor.
- Authorisation for the Board of
Directors to potentially distribute extraordinary dividend of up to
DKK 50.00 per share in the period leading up to the next annual
general meeting.
- Authorisation for the Board of
Directors to potentially acquire treasury shares in the company of
up to 10% of the share capital in the period up to the next annual
general meeting, provided that consideration does not deviate by
more than 10% from the last quoted market price for the company’s
class B shares at the time of acquisition.
- Amendment of the company’s
remuneration policy. The amendments concern the framework for the
granting of variable remuneration to the Executive Board. The most
significant amendments are that variable remuneration has been
restricted to only Class B shares, and that the framework for the
maximum annual variable remuneration that may be granted has been
increased from 100% to 110% of the Executive Board member's fixed
annual remuneration. If the grant covers several years, the value
cannot exceed an amount corresponding to 110% of the Executive
Board member’s latest fixed annual remuneration multiplied by the
number of years of the grant period. The rest of the amendments
include non-essential amendments, such as clarifications and
further elaborations.
Approval of the amendment of the remuneration policy entails the
introduction of a new long-term incentive programme for the
Executive Board, including the allocation of performance shares to
the Executive Board in 2024, cf. further details in announcement
no. 5 2024.
- Authorisation for the chair of the
meeting, including to register with the Danish Business Authority
the resolutions approved by the AGM.
At the subsequent board meeting, the Board of Directors
appointed its officers and re-elected Michael Troensegaard Andersen
as its chair and Jesper Dalsgaard as its vice chair.
Re-elected for the Audit Committee were Peter Bang, Louise
Knauer and Michael Troensegaard Andersen.
Re-elected for the Remuneration Committee were Michael
Troensegaard Andersen, Morten Chrone and Louise Knauer.
Re-elected for the Nomination Committee were Jesper Dalsgaard,
Michael Troensegaard Andersen, Katrine Borum and Morten Chrone.
Contacts
Chair of the Board Michael Troensegaard Andersen - tel. +45 79 30
00 00
IR Director Dennis Callesen - tel. +45 29 92 18 11
Facts abour Solar
Solar is a leading European sourcing and services company
providing solutions mainly within electrical, heating &
plumbing and climate & energy solutions. Our core business
centres on product sourcing, value-adding services and optimisation
of our customers’ businesses.
We promote efficiency improvements and offer digital tools that
make our customers winners. We drive the green transition and
deliver the best solutions, ensuring sustainable resource
usage.
The Solar Group is headquartered in Denmark, generated revenue
of approx. DKK 13.0bn in 2023 and has approx. 3,000 employees.
Solar is listed on Nasdaq Copenhagen under the symbol SOLAR B.
Additional information is available at: www.solar.eu.
Disclaimer
This announcement has been published in Danish and English via
Nasdaq Copenhagen today. In the event of any inconsistency between
the two versions, the Danish version prevails.
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