Scandic Hotels Group AB (publ) has held its Annual General Meeting. The meeting resolved in accordance with all proposals submitted by the Board of Directors and the Nomination Committee.
The meeting was held with the physical presence of shareholders, proxies and third parties and with the opportunity for shareholders to exercise their voting rights by postal vote.
Annual report, profit distribution and discharge from liability
The meeting adopted the company's and the group's income statement and balance sheet for the 2024 financial year.
The meeting resolved in accordance with the board's proposal to pay a dividend of SEK 2.60 per share and that the dividend shall be paid on two separate occasions during the year. The first dividend payment of SEK 1.30 per share has Thursday, May 8, 2025 as the record date and the second dividend payment of SEK 1.30 per share has Monday, November 10, 2025 as the record date. The first dividend payment is expected to be made on Tuesday, May 13, 2025 and the second dividend payment is expected to be made on Thursday, November 13, 2025.
The board members and the CEO were granted discharge from liability.
Board of Directors and Auditor
Per G. Braathen, Kristina Patek, Gunilla Rudebjer, Frank Veenstra and Fredrik Wirdenius were re-elected and Lars-Åke Bokenberger was newly elected as board members for the period until the end of the next annual general meeting. Per G. Braathen was re-elected as chairman of the board and Öhrlings PricewaterhouseCoopers AB was re-elected as auditor for the same period.
The meeting decided on the fees for the board members and the auditor in accordance with the nomination committee's proposal.
Board of Directors' Remuneration Report
The meeting approved the Board's remuneration report.
Long-term incentive program
The meeting adopted a long-term incentive program aimed at members of the Group Management and certain other key personnel in the Scandic Group, which includes a maximum of 80 participants. Scandic will, within the framework of the long-term incentive program, award participants share rights which, provided that certain conditions are met, give the right to receive one ordinary share in Scandic free of charge. In order to ensure that shares can be delivered to the participants, it was decided that Scandic should be able to enter into a share swap agreement with a third party. Scandic may also enable the delivery of shares by acquiring its own shares which are then transferred to the participants in the program.
Issuance authorization
The meeting resolved to authorize the board of directors to, until the next annual general meeting, on one or more occasions, with or without deviation from the shareholders' preferential rights, against cash payment or against payment by set-off or with property in kind, or otherwise with conditions, decide on the issue of new shares and/or warrants and/or convertibles. The number of shares that may be issued and the number of shares that may be converted/subscribed to under the authorization shall in total amount to a maximum of a number of shares that entails an increase in the share capital, at the time of the notice of the annual general meeting, of a maximum of ten percent.
Authorization to repurchase and transfer own shares
The meeting resolved to authorize the board of directors to – on one or more occasions and at the latest until the next annual general meeting – decide on the acquisition and transfer of own shares. The purpose of the authorization is to be able to adapt Scandic's capital structure to the capital requirement from time to time in order to thereby contribute to increased shareholder value, to give Scandic the opportunity to transfer shares to participants in the long-term incentive program that the meeting has decided on and to hedge costs related to this program.
Authorization to transfer own shares to participants in long-term incentive program
The meeting resolved that a maximum of 520,000 treasury shares may be transferred to participants in the long-term incentive program decided upon by the meeting.
Cancellation of repurchased shares
The meeting resolved to reduce the company's share capital by cancelling 4,030,622 shares previously repurchased by Scandic. The meeting further resolved to restore the company's share capital to its original level through a bonus issue without the issuance of new shares.
According to the press release.
