Report
Expert Corporate Governance Service (ECGS)
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Industrivaerden April, 17th, 2019

In general, Industrivärden is in compliance with the Swedish regulations relating to the organisation and procedures of the Annual General Meeting.

Under ITEMS 12a-12h, the (re-)election of the board of directors is proposed.In view of insufficient independent representation on the board of directors as well as concerns over aggregate time commitments, ECGS recommends to vote OPPOSE to the (re-)election of: Mr. Pär Boman (ITEM 12a), Mr. Bengt Kjell (ITEM 12c), Mr. Fredrik Lundberg (ITEM 12e) and Mr. Lars Pettersson (ITEM 12g).

Under ITEM 12i, the nomination committee proposes to re-appoint Mr. Fredrik Lundberg as Chairman of the board of directors. As already mentioned above, ECGS has various concerns over his re-appointment and therefore does not support his re-election as board Chairman either. Accordingly, ECGS recommends to vote OPPOSE.Finally, under ITEM 16, the board of directors seeks approval of the Company's remuneration guidelines. The proposed remuneration structure is not in line with ECGS' guidelines. ECGS therefore recommends to vote OPPOSE.

Underlying
Industrivarden AB Series C

AB Industrivarden is a holding company with an active ownership role in a concentrated selection of listed Nordic companies with good development potential. Co.'s mission is to create shareholder value based on a professional investment operation and active ownership in its portfolio companies. The goal is to generate high growth in net asset value over time.

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Proxinvest
Proxinvest

Founded in 1995, Proxinvest is an independent proxy firm supporting the engagement and proxy analysis processes of investors. Proxinvest mission is to analyse corporate governance practices and resolutions proposed at general meetings of listed firms.

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Expert Corporate Governance Service (ECGS)

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