Resolutions from the annual general meeting in Cint Group AB (publ)
Prenumeration
Beskrivning
| Land | Sverige |
|---|---|
| Lista | Mid Cap Stockholm |
| Sektor | Informationsteknik |
| Industri | Programvara |
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At the annual general meeting in Cint Group AB (publ) (the “Company” or “Cint”) held on 29 April 2026 it was resolved on, among other things, the composition of the board of directors, re-election of the chair of the board of directors and the auditor, determination of fees to be paid to the members of the board of directors and the auditor, the establishment of a new long-term incentive program, an authorisation for the board of directors to resolve on issues of shares as well as reduction of the share capital with retirement of shares held in treasury and increase of the share capital through a bonus issue.
Adoption of the income statements and the balance sheets and resolutions on the disposition of the Company’s result and discharge of liability
The annual general meeting resolved to adopt the income statement and the balance sheet as well as the consolidated income statement and the consolidated balance sheet for the financial year 2025.
The annual general meeting resolved to not pay any dividends for the financial year 2025.
Members of the board of directors and the managing director were discharged from liability for the financial year 2025.
Determination of the number of members of the board of directors and auditors, as well as election of the members of the board of directors and auditor
The annual general meeting resolved that six board members be elected for the period until the annual general meeting 2027 and that a registered accounting firm is elected as the Company’s auditor.
The annual general meeting resolved to re-elect Anna Belfrage, Donna L. DePasquale, Susanne Ekblom, Carl Sparks, and Mark Simon as board members and to elect Brett Schnittlich as new member of the board of directors for the period until the close of the annual general meeting 2027. Anna Belfrage was re-elected as chairman of the board of directors for the same period.
The annual general meeting resolved to re-elect the registered accounting firm Öhrlings PricewaterhouseCoopers AB as auditor for the period until the close of the annual general meeting 2027.
Determination of the fees to be paid to the board of directors and fees to be paid to the auditor
The annual general meeting resolved that the fees to be paid to the members of the board of directors for the period until the close of the annual general meeting 2027 shall be SEK 1,200,000 to the chair of the board of directors and SEK 465,000 to each of the other members of the board of directors elected by the annual general meeting.
The annual general meeting resolved that additional fees are paid to the members of the audit committee, with SEK 200,000 to the chair of the audit committee and SEK 100,000 to each of the other members of the audit committee for the period until the close of the annual general meeting 2027 and that additional fees are paid to the members of the remuneration committee, with SEK 100,000 to the chair of the remuneration committee and SEK 50,000 to each of the other members of the remuneration committee for the period until the close of the annual general meeting 2027.
The annual general meeting resolved that the fees to the auditor shall be paid against approved account.
Resolution on guidelines for remuneration to senior executives
The annual general meeting resolved to re-adopt the guidelines for remuneration to the senior executives adopted by the 2025 annual general meeting in unchanged form. The guidelines shall be in force until new guidelines are adopted by the general meeting. The guidelines for remuneration to senior executives are available on the Company’s website, www.cint.com.
Approval of the remuneration report
The annual general meeting approved of the board of directors’ remuneration report for the financial year 2025. The remuneration report is available on the Company’s website, www.cint.com.
The proposal on the establishment of a new long-term incentive program was withdrawn
The board of directors decided to withdraw its proposal to establish a new long-term incentive program due to TriCarbs BidCo AB’s public tender offer to the shareholders of Cint.
Resolution on authorisation of the board of directors to issue shares
The annual general meeting resolved to authorise the board of directors to, on one or more occasions before the annual general meeting 2026, resolve on issues of shares against payment in cash, with provisions of payment in kind or set-off of claims or other conditions, and carried out with or without deviation from the shareholders’ preferential rights. The purpose of the authorisation and the possibility to deviate from the shareholders’ preferential rights is to provide the board of directors’ flexibility in financing and facilitating an accelerated expansion and development of the Company in accordance with its adopted strategy. The board of directors is entitled to resolve on share issues causing an increase of the Company’s share capital of at most 10 per cent of the Company’s registered share capital at the time the board of directors first utilises the authorisation.
Resolution to (a) reduce the share capital with retirement of shares held in treasury and (b) increase the share capital through a bonus issue
The annual general meeting resolved to reduce the share capital by SEK 3,507.20 with retirement of 35,072 own shares that the Company holds in treasury as a result of a previous transaction and to increase the share capital through a bonus issue to restore the Company’s restricted equity and share capital after the reduction of the share capital. No new shares are to be issued in connection with the increase of the share capital. Altogether, the proposals result in that neither the Company’s restricted equity nor its share capital is reduced.