Announcement from Viva Wine Group AB's annual general meeting
The annual general meeting 2024 (the "AGM") of Viva Wine Group AB ("Viva Wine Group" or the "Company") was held today on 23 May 2024 and the following resolutions were passed by the meeting.
Adoption of the income statement and the balance sheet
The AGM resolved to adopt the income statement and the balance sheet in Viva Wine Group and the consolidated income statement and the consolidated balance sheet.
Allocation of profit
The AGM resolved to pay dividends of SEK 1.55 per share. The record date shall be 27 May 2024. Payment of dividends from Euroclear is expected to take place on 30 May 2024. Dividends to shareholders amount to a total of SEK 137,689,420.20.
Discharge from liability
The board of directors and the CEO were discharged from liability for the financial year 2023.
Election of the board of directors, auditor and remuneration
The AGM resolved that the board of directors shall comprise six directors and no deputy directors. It was also resolved that the number of auditors shall be one registered audit firm.
It was resolved that the remuneration to the directors shall be in total SEK 2,150,000 excluding remuneration for committee work (SEK 1,550,000 previous year excluding remuneration for committee work) in accordance with the following:
- SEK 350,000 (SEK 300,000) for each of the non-employed director and SEK 750,000 (SEK 650,000) to the chairman provided that the chair is not an employee.
It was also resolved that the remuneration for committee work shall be paid in the following amounts:
- SEK 120,000 (SEK 100,000) to the chairman and SEK 70,000 (SEK 60,000) to the other members of the audit committee.
It was further resolved that remuneration to the auditor shall be paid in accordance with approved invoices.
Anders Moberg, Anne Thorstvedt Sjöberg, John Wistedt, Lars Ljungälv and Mikael Aru were re-elected as directors of the board. Joanna Hummel was elected as new director until the end of the next annual general meeting. It was also resolved to re-elect Anders Moberg as chairman of the board.
Ernst & Young Aktiebolag was re-elected as the Company auditor. Ernst & Young Aktiebolag has announced that Andreas Nyberg Selvring will continue to act as main responsible auditor.
Adoption of principles for the nomination committee
The AGM resolved to adopt principles for the nomination committee, to continue in force.
Amendments in the articles of association
The annual general meeting resolved, in accordance with the board of directors' proposal, to amend the Company's articles of association as follows:
The limits for the share capital in the articles of association are changed from a minimum of SEK 500,000 and a maximum of SEK 2,000,000 to a minimum of SEK 740,000 and a maximum of SEK 2,960,000. The limits for the number of shares in the articles of association are changed from a minimum of 60,000,000 and a maximum of 240,000,000 to a minimum of 88,790,000 and a maximum of 355,160,000.
Authorization for the board to resolve on issuances
The AGM resolved, in accordance with the board of directors' proposal, to authorize the board of directors until the next annual general meeting, on one or more occasions, with or without preferential rights for the shareholders, to issue shares, warrants and/or convertibles, with the right to subscribe for and convert into shares in the Company, respectively, corresponding to a maximum of 20 percent of the Company's share capital after dilution based on the number of shares in the Company at the time of the annual general meeting, to be paid in cash, through set-off or in kind.
The primary purpose of the authorization is for the board of directors to be able to resolve to issue new shares, without preferential rights, in order to raise new capital which will increase the Company's flexibility or in connection with acquisitions or as payment for additional considerations in regards to already finalized acquisitions.
Issuance of new shares, pursuant of the authorization, shall be carried out in accordance with customary terms and conditions under prevailing market conditions.
Incentive program 2021:3
The board of directors resolved to withdraw the proposal regarding amendment of the incentive program 2021:3.
For detailed terms regarding the resolutions at the AGM as described above, please refer to the notice and the annual report which are available on the Company's website, https://investors.vivagroup.se/.
Certified Adviser
FNCA Sweden AB is the Company's Certified Adviser on Nasdaq First North Premier Growth Market.
For more information, please contact:
Linn Gäfvert, CFO Viva Wine Group
Mobile: + 46 730 86 89 90
Email: linn.gafvert@vivagroup.se