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2025-02-07 Bokslutskommuniké 2024
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2022-02-04 Bokslutskommuniké 2021
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2021-04-30 Ordinarie utdelning PLEJD 0.00 SEK
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2021-02-12 Bokslutskommuniké 2020
2020-10-16 Kvartalsrapport 2020-Q3
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2020-04-30 Ordinarie utdelning PLEJD 0.00 SEK
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2020-02-28 Bokslutskommuniké 2019
2019-10-31 Kvartalsrapport 2019-Q3
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2019-04-30 Kvartalsrapport 2019-Q1
2019-04-29 Ordinarie utdelning PLEJD 0.00 SEK
2019-04-26 Årsstämma 2019
2019-02-28 Bokslutskommuniké 2018
2018-10-02 Extra Bolagsstämma 2018
2018-07-31 Kvartalsrapport 2018-Q2
2018-04-23 Kvartalsrapport 2018-Q1
2018-04-03 Ordinarie utdelning PLEJD 0.00 SEK
2018-03-29 Årsstämma 2018
2018-02-28 Bokslutskommuniké 2017
2017-10-16 Kvartalsrapport 2017-Q3
2017-07-31 Kvartalsrapport 2017-Q2
2017-05-31 Kvartalsrapport 2017-Q1
2017-03-01 Ordinarie utdelning PLEJD 0.00 SEK
2017-02-28 Årsstämma 2017
2017-02-28 Bokslutskommuniké 2016
2016-11-30 Kvartalsrapport 2016-Q3
2016-08-31 Kvartalsrapport 2016-Q2
2016-05-31 Kvartalsrapport 2016-Q1
2016-01-08 Bokslutskommuniké 2015

Beskrivning

LandSverige
ListaSpotlight
SektorHandel & varor
IndustriSällanköpsvaror
Plejd är ett teknikbolag. Bolaget utvecklar tekniska produkter och tjänster inom belysning och hemautomation. Exempel inom produktportföljen innefattar dimmers, kontroller, samt trådlösa ljussystem. Utöver det erbjuder Plejd möjligheten att justera och kontrollera ljussystem via egenutvecklade mobilapplikationer. Systemen kan användas inom en rad olika miljöer samt fastigheter. Bolaget har sitt huvudkontor i Mölndal.
2022-03-31 16:12:12

The shareholders of Plejd AB (publ), 556790-9477, are hereby invited to attend the annual general meeting on Thursday, 28 April 2022.

The board of directors has, based on the temporary legislative rules that have entered into force on 1 March 2022, resolved that the annual general meeting shall be conducted without physical presence by shareholders and only exercising their voting rights by postal voting. Thus, no meeting with the possibility of being present in person or by proxy will take place.

Information about the resolutions adopted by the annual general meeting will be published on the company's website as soon as the outcome of the postal vote is finally compiled.

Right to participate and registration

Shareholders who wish to participate in the annual general meeting must, no later than Wednesday 20 April 2022, be entered in the share register maintained by Euroclear Sweden AB, and no later than Wednesday 27 April 2022, notify the company by casting their postal vote in accordance with the instructions under the heading "Postal voting" below, so that it is received by the company through poströsta.se no later than said day.

For information on how personal data is processed in connection with the meeting, see the privacy policy available on Euroclear Sweden AB's website: www.euroclear.com/dam/ESw/Legal/Integritetspolicy-bolagsstammor-svenska.pdf.

Nominee-registered shares

Shareholders whose shares are registered in the name of a nominee, through a bank or other trustee, must, in order to be entitled to participate in the annual general meeting, temporarily register the shares in their own name with Euroclear Sweden AB. Such re-registration must be completed no later than Wednesday, 20 April 2022, which means that shareholders who wish for such re-registration must inform the nominee well in advance of said date. Ownership registrations made by a nominee no later than 22 April 2022 will be taken into account in the preparation of the share register.

Postal voting

The shareholders may exercise their voting rights at the annual general meeting only by voting in advance by so-called postal voting in accordance with Section 22 of the act (2022:121) on temporary exemptions to facilitate the implementation of general meetings of companies and associations (Swe. lagen (2022:121) om tillfälliga undantag för att underlätta genomförandet av bolags- och föreningsstämmor).

For postal voting, a special digital voting form shall be used, which, together with additional information, is available on the company's investor page www.plejd.com/investors. A shareholder who exercises their voting rights by postal voting does not need to separately register for the annual general meeting since the postal voting form acts as a valid notification to the annual general meeting. The completed voting form must be received by the company through poströsta.se no later than 27 April 2022.

If a shareholder vote by proxy, a written and dated power of attorney signed by the shareholder must be attached to the voting form. Proxy forms are available on the company's investor page www.plejd.com/investors. If the shareholder is a legal entity, a certificate of registration or similar must be attached to the proxy and the voting form. The shareholder may not provide the voting form with special instructions or conditions. If so, the vote (i.e. the postal vote in its entirety) will be deemed invalid. Further instructions and conditions can be found in the postal voting form.

In the postal voting form, the shareholders may request that resolutions in one or more of the matters on the proposed agenda be postponed to a so-called "continuing general meeting", which cannot be a mere postal voting general meeting. Such continued general meeting shall take place if the general meeting so resolves or if the owners of at least one-tenth of all shares in the company so request.

Number of shares and votes in the company

The number of outstanding shares in the company at the time of this notice amounts to 10,706,720, which also corresponds to 10,706,720 votes. The company does not hold any shares of its own.

Proposed agenda

1. Opening of the meeting
2. Election of chairman at the meeting
3. Preparation and approval of a voting list
4. Presentation and approval of the agenda
5. Election of one or two persons to verify the minutes
6. Decision whether the general meeting has been duly convened
7. Presentation of the annual report and auditor's report as well as the consolidated accounts and the consolidated auditor's report
8. Resolution on the following:
1. Adoption of the income statement and balance sheet as well as the consolidated income statement and consolidated balance sheet
2. Allocation of the company's profit or loss according to the adopted balance sheet
3. Discharge from liability for the members of the board of directors and the managing director

9. Resolution regarding the remuneration of the board of directors and the auditor
10. Resolution to amend the articles of association
11. Election of board members and auditors
12. Resolution regarding Nomination Committee instruction
13. Election of members of the Nomination Committee
14. Resolution on the board of director's proposal regarding guidelines for remuneration
15. Resolution on authorization for the board of directors to resolve a new issue of shares

Proposals for resolution

Election of chairman of the meeting (Item 2)

The Nomination Committee proposes that the Chairman of the board, Pär Källeskog, be elected Chairman of the annual general meeting, or in the event of his absence, the person appointed by the board of directors.

Preparation and approval of the voting list (Item 3)

Since all votes are cast in advance, it is not possible to obtain the annual general meeting's approval of the voting list. Against this background, the board of directors proposes that the voting list is drafted and approved by the chairman of the annual general meeting, based on the postal votes received in the appropriate order.

Election of one or two persons to verify the minutes (Item 5)

Suzanne Sandler (Handelsbanken Fonder) is proposed to verify the minutes together with the Chairman. If she cannot participate, any other person proposed by the board of directors shall be elected.

Allocation of results (Item 8B)

The board of directors proposes that the result for the year shall be disposed of in accordance with the board of directors' proposal in the annual report. The board of directors proposes that no dividend shall be paid for the financial year of 2021.

Remuneration of the board of directors and the auditor (Item 9)

The Nomination Committee has worked on a three-year plan regarding the remuneration of the board of directors where a gradual increase has been made to reach a more market-based remuneration. With the following proposals, the Nomination Committee considers that the company has now reached a reasonable and market-based level.

For the period until the end of the next annual general meeting, it is proposed that a fee of SEK 350,000 (previously SEK 250,000) be paid to the chairman of the board and SEK 160,000 (previously SEK 150,000) to each of the other board members elected by the general meeting who are not employed by the company.

The Nomination Committee proposes that remuneration to the company's auditor shall be paid in accordance with the approved invoices in accordance with customary billing standards.

Resolution to amend the articles of association (Item 10)

The board of directors proposes that the annual general meeting resolves to amend the articles of association in such a way that the limits for the number of ordinary board members are changed from not less than 4 and not more than 6 to not less than 4 and not more than 8.

The proposed amendment is clearly stated in the updated articles of association available on the company's investor page www.plejd.com/investors.

A resolution to amend the articles of association pursuant to this item 10 is valid only if it is supported by shareholders with at least two-thirds of both the votes cast and the shares represented at the annual general meeting.

Election of board members and auditor (Item 11)

In accordance with previously published information, the Nomination Committee proposes the following.
  • That the board of directors shall consist of seven members without deputies.
  • New election of Halldora von Koenigsegg and Emmanuel Ergul. Further information about the proposed members can be found on the company's investor page www.plejd.com/investors under the board of directors.
  • Re-election of Ylwa Karlgren, Lars Kry, Erik Calissendorff, Gustav Josefsson and Nico Jonkers.
  • That Ylwa Karlgren is elected chairman of the board of directors.

The Nomination Committee considers that the proposed members have the versatility and range of competence, experience, and background required to understand and lead the company's operations. The proposal means that the board will consist of two women and five men. The proportion of women is thus 28 percent (17 per cent).

The Nomination Committee proposes re-election of the registered accounting firm Öhrlings PricewaterhouseCoopers AB, PWC, with Johan Malmqvist as the auditor in charge.

Resolution regarding nomination committee instruction (Item 12)

The Nomination Committee proposes a clarified version of the Nomination Committee instruction. The proposed changes are clearly stated in the updated Nomination Committee instruction that is available on the company's investor page www.plejd.com/investors.

Election of members of the nomination committee (Item 13)

In accordance with the Nomination Committee instruction, the Nomination Committee proposes re-election of Suzanne Sandler (Handelsbanken Fonder AB), Erik Calissendorff (Tansaki Aktiebolag), Iman Habib (Pluspole Group), and Emmanuel Ergul (Christian von Koenigsegg) and that the chairman of the board of directors be co-opted.

Resolution on the board of director's proposal regarding guidelines for remuneration (Item 14)

According to Spotlight Next's recommendations for companies that comply with the Swedish Code of Corporate Governance (Swe. Svensk kod för bolagsstyrning), the annual general meeting shall resolve on guidelines for remuneration to the managing director and other senior executives. The following guidelines are proposed to be adopted at the annual general meeting on 28 April 2022.

Plejd shall have the remuneration levels and terms of employment deemed necessary to recruit, motivate and retain senior executives and key employees in order to achieve set targets. Marketability shall be the overall principle for salary and other remuneration to all personnel in Plejd, including senior executives and the managing director. Remuneration to the managing director and senior executives may consist of fixed remuneration, variable remuneration, share and share price-based incentive programs, pension, and other benefits.

The company's overall goal is strong growth with profitability, which is why senior executives, in order to achieve market remuneration, in addition to fixed base salary, can receive a variable cash remuneration that rewards clearly goal-related performance in simple and transparent constructions. For the managing director, variable cash remuneration shall be capped at 75 percent of the fixed base salary for the current year. The corresponding for senior executives, in general, shall be 30 percent.

Share price-related incentive programs are resolved by the general meeting and are not covered by these guidelines. Management's other non-monetary benefits, such as a car, computer, mobile phone, extra health insurance, or occupational health care, may be paid to the extent that this is deemed to be market-based for senior executives in corresponding positions in the market in which the company operates. The total value of these benefits shall constitute a smaller part of the total remuneration.

Senior executives shall be covered by the ITP plan in force at any given time or have a defined contribution occupational pension that does not exceed 30 percent of the pensionable remuneration. Variable remuneration is not pensionable. Senior executives who reside outside Sweden or are foreign nationals and have their main pension in a country other than Sweden may alternatively be offered other pension solutions that are reasonable in the country in question.

The board of directors shall have the right to deviate from these guidelines if there are special reasons justifying it in an individual case, provided that this is reported and justified afterward.

Remuneration to the managing director and the company's management team in 2021 and the company's ongoing option program are reported under Note 8 in the annual report for 2021.

Resolution on authorization for the board of directors to resolve a new issue of shares (Item 15)

The board of directors proposes that the annual general meeting resolves to authorize the board of directors, on one or more occasions, during the period until the next annual general meeting to resolve a new issue of shares, with or without deviation from the shareholders' preferential rights.

The number of shares that can be issued pursuant to the authorization may amount to a maximum of 5 percent of the total number of outstanding shares at the time of the resolution to issue new shares.

The resolutions to issue new shares shall be made at a subscription price which is market level, subject to market-level discount where applicable, and payment shall, in addition to cash payment, be made in kind or by set-off, or with other conditions.

A new share issue resolved on the basis of the authorization shall be made in order to provide the company with working capital. If the board of directors resolves on an issue with deviation from the shareholders' preferential rights, the reason shall be to create financial flexibility to maintain the company's strong growth through investments in business development, product development, and accelerated international expansion, and/or add new owners of strategic importance and/or acquisitions of other companies or operations.

The board of directors further proposes that the board of directors, or the person appointed by the board of directors, be authorized to make minor formal adjustments to the authorization that may prove necessary in connection with registration with the Swedish Companies Registration Office (Sw. Bolagsverket).

A valid resolution requires that the proposal is supported by shareholders representing at least two-thirds of both the votes cast and the shares represented at the meeting.

Information and provision of documents

Complete proposals for resolutions, the annual report and the auditor's report for the company, as well as proxy forms, will be available at the company's office, Krokslätts Fabriker 27A, SE-431 37 Mölndal and on the company's investor page, www.plejd.com/investors, no later than three weeks before the annual general meeting and will be sent to shareholders who so request and state their postal address.

Shareholders have the right, if the board of directors considers that it can be done without material harm to the company, to receive information from the board of directors and the managing director about circumstances that may affect the assessment of an item on the proposed agenda. Requests for such information must be submitted in writing to Plejd AB, Krokslätts Fabriker 27A 431 37 Mölndal or by e-mail to investor@plejd.comno later than ten days before the annual general meeting, i.e. 18 April 2022. The information is provided by the company by being available on the company's website and at the company's office no later than 23 April 2022. The information is also sent to the shareholder who requested the information and provided their postal address.