In accordance with the Swedish Code, Dynavox Group AB (Publ) is required to have a Nomination Committee, the primary responsibilities of which are to consider and submit to the AGM proposals and recommendations regarding:
In accordance with the Swedish Code, Dynavox Group AB (Publ) is required to have a Nomination Committee, the primary responsibilities of which are to consider and submit to the AGM proposals and recommendations regarding:
The general meeting determines the process for establishing the Nomination Committee and its members. At Dynavox Group AB (Publ)’s AGM 2024, it was decided that the following process would apply until the general meeting resolves otherwise.
The Nomination Committee of Dynavox Group shall consist of one member appointed by each of the three largest shareholders in terms of votes, based on the share register maintained by Euroclear Sweden on 31 August each year and other reliable ownership information provided to the company at that time. The chairman of the Board of Directors shall be co-opted member of the Nomination Committee and convene the Nomination Committee’s first meeting.
If any of these shareholders decides to waive its right to appoint a representative, the right passes to the shareholder who, after these shareholders, has the largest shareholding.
If a member of the Nomination Committee resigns, the shareholder who appointed the member shall be entitled to appoint a replacement. In the event that a shareholder, who has appointed a member of the Nomination Committee, significantly reduces its shareholding and thus no longer belongs to the three largest shareholders in terms of votes, this member shall make its position available. In such event, the Nomination Committee shall offer another shareholder who is among the largest shareholders in terms of votes to appoint a replacement, or alternatively expand the Nomination Committee.
There is no need to change the composition of the Nomination Committee if the change in ownership occurs less than three months prior to the annual general meeting.
The member representing the largest shareholder shall, unless the Nomination Committee decides otherwise, be appointed chairman of the Nomination Committee. The composition of the Nomination Committee shall be announced no later than six months prior to the annual general meeting. Changes in the composition of the nomination committee shall be announced immediately.
Shareholders who wish to submit proposals to the Nomination Committee may do so by email to generalmeeting@dynavoxgroup.com
The Nomination Committee will prepare proposals for the AGM in 2025, including proposals for the Chair of the AGM, Board members, Chair of the Board, remuneration for Board members, auditors, fees to the auditors, and to the extent deemed necessary, the tasks and composition of the Nomination Committee for the AGM in 2025.
Dynavox Group’s nomination committee meets the requirements for independence.
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