Bilia

Bilia AB's AGM took place on Wednesday, 24 April 2024.
 
Adoption of the profit and loss statement and balance sheet 
The profit and loss statements and the balance sheets of the parent company and the Group for the financial year 2023 were approved.
 
Discharge from liability
The AGM discharge the board members and the CEO from liability for the financial year 2023.
 
Dividend
The AGM resolved in favour of a dividend of SEK 6:60 per share. The dividend amount will be divided into four payments of SEK 1:65 each with record dates Friday 26 April 2024, Monday 8 July 2024, Monday 7 October 2024 and Tuesday 7 January 2025. Dividends are expected to be paid out on Thursday 2 May 2024, Thursday 11 July 2024, Thursday 10 October 2024 and Friday 10 January 2025.
 
Board of Directors
The AGM resolved that the Board of Directors shall consist of eight ordinary board members without deputy members. Gunnar Blomkvist, Anna Engebretsen, Ingrid Jonasson Blank, Nicklas Paulson, Jan Pettersson, Mats Qviberg, Jon Risfelt and Caroline af Ugglas were re-elected as members of the Board of Directors. Mats Qviberg was re-elected as Chairman of the Board with Jan Pettersson as deputy Chairman.
 
Board fees
The AGM resolved as follows: SEK 475,000 each to the Chairman of the Board and
to the deputy Chairman, SEK 295,000 each to the other members of the Board, SEK 170,000 to the Chairman of the Audit Committee, SEK 85,000 each to the other members of the Audit Committee, SEK 52,500 to the Chairman of the Compensation Committee, SEK 26,250 each to the other members of the Compensation Committee.
 
Further, the AGM resolved that the employee representatives receive SEK 38,000 and the employee deputies receive SEK 23,000 in fee.
 
Election of the Auditor 
The AGM resolved to re-elect the auditing company Öhrlings PricewaterhouseCoopers AB as auditor in the company for the period until the end of the AGM 2025. It was noted that Fredrik Göransson is the auditor in charge.
 
Guidelines for remuneration to Group Management
The AGM approved the Board of Directors’ proposal in respect of guidelines for remuneration to the Group Management.
 
The Board’s remuneration report
The AGM approved the Board's remuneration report.
 
Authorisation for the Board to decide on the acquisition and transfer of own shares
The AGM approved the Board’s proposal regarding authorisation for the Board to decide upon acquisition and transfer of own shares.

Long-term incentive program
The AGM resolved to establish a long-term incentive program in the form of a share savings program for about sixty senior executives and other key personnel within the Bilia Group.

In order to be able to participate in the program, the participant must have contributed with a private investment through the acquisition of savings shares. For each savings share held within the framework of the program, the participant can be receive a maximum of 4,5 performance shares free of charge from Bilia, provided that targets established by the board regarding total return on Bilia's shares and increased profit per share be met, and that the targets for customer satisfaction and gender equality be met. Target achievement is measured partly through annual measurement and partly through measurement for the entire three-year period.
 
Awarding of performance shares takes place on the condition that the participant from the start of the program up to and including the date of publication of the interim report for January-March 2027 has retained his original savings shares and that the participant, with certain exceptions, is still employed within the Bilia Group. The maximum number of performance shares allocated within the framework of the program amounts to 271,800. The principal terms of the program can be found in the Board’s proposal at www.bilia.com.
 
The AGM further resolved that the company shall be entitled to transfer no more than 271,800 own shares which Bilia has previously acquired to the participants in order to guarantee the delivery of performance shares within the framework of the program.
 
The AGM further resolved to authorise the Board of Directors to approve, during the period up to the AGM 2025, the transfer of no more than 76,100 own shares on Nasdaq Stockholm at a price per share that lies within the quoted price range at any given time in order to cover social security contributions for the program.

Gothenburg, April 24, 2024

Bilia AB (publ)