Netcompany Group A/s · OMXCOP:NETC
Netcompany Group A/s — Shareholder Meeting (February 2024)
50 slides from Netcompany Group A/s's shareholder meeting presentation, February 2024
Slide 1: Netcompany Group A/S Annual General Meeting 2024
Netcompany Group A/S Annual General Meeting 2024
Slide 2: Welcome
Welcome ◼ 2023 has been a year of strong international growth, despite the high level of uncertainties. ◼ The share price decreased by 23.3% during 2023. ◼ Netcompany had close to 32,000 registered shareholders at 31 December 2023. ◼ Approximately 40% of the registered share capital was held by shar
Slide 3: Participation during the Annual General Meeting
Participation during the Annual General Meeting ◼ To vote and ask questions, you must join the meeting through the virtual meeting solution. ◼ Click this https://netcompany.com/investor/general-meetings/ and select the live stream link for shareholders ◼ Login with your username and password sent to
Slide 4: Questions and comments during the Annual General Meeting
Questions and comments during the Annual General Meeting To ask a question or give a comment during the meeting follow the instructions below ◼ Click on the Q&A icon. ◼ Type your question or comment into the box at the bottom of the screen. ◼ Press ‘Send’ to submit your question. 4
Slide 5: Agenda of today
Agenda of today 1 The Board of Directors’ report on Netcompany’s activities in the past financial year. 2 Presentation and approval of Netcompany’s audited Annual Report 2023. 3 A resolution on the distribution of profit in accordance with the adopted Annual Report. 4 Presentation of and advisory vo
Slide 6: Agenda of today
Agenda of today 1 The Board of Directors’ report on Netcompany’s activities in the past financial year. 2 Presentation and approval of Netcompany’s audited Annual Report 2023. 3 A resolution on the distribution of profit in accordance with the adopted Annual Report. 4 Presentation of and advisory vo
Slide 7: Changing Europe with responsible digitalisation
Changing Europe with responsible digitalisation 7
Slide 8: Responsible digitalisation
The decisions we make about how we digitise has a profound impact on future generations. At Netcompany, we are dedicated to responsible digitalisation that adheres to democratic & moral values. Our innovative solutions empowers societies, companies & institutions to take control of their processes &
Slide 9: Go-To-Market Strategy
Go-To-Market Strategy Our Go-To-Market strategy leverages deep industry knowledge for superior customer value, while our diverse platform accelerates the customer journey with customized solutions for specific industry needs. Public Private Tax & customs Digital government Transport & logistics Ener
Slide 10: Why platforms
Why platforms RE-USE Our platform approach prioritizes successful re-use, ensuring consistency and reliability for clients and governments, reducing development redundancy with cutting-edge technical platforms. IP FREE Our commitment to an IP-free approach fosters innovation, creating a landscape wh
Slide 11: Platforms for the future
Platforms for the future A platform is something to build on. It’s a solid foundation. It’s safe. It’s re-usable. In short, it’s a responsible way of doing IT. PULSE AMPLIO AMI EASLEY AI Connect the moving parts of your Orchestrate process automation Connect your business to other Enhance productivi
Slide 12: Netcompany products
Netcompany products TAXAT I ON CUSTOMS SOCIAL SECURI TY D IGITA L BANKING RISK ANALYSI S SOLON TAX is our ERMIS is a dedicated, PERSEUS is our DX4B is our leading- PHAROS is a next-gen built for purpose self-contained, reusable, purpose-built edge digital banking risk analysis solution commercial-of
Slide 13: Netcompany at a glance
Netcompany at a glance ◼ Financial 6,078.4 900.7 14.9% Revenue EBITDA Adjusted EBITDA margin DKK million DKK million in constant currencies % ◼ Non-financial 7,764 27.1% 40.0% Employees Gender distribution Gender distribution BoD year-end 2023 % female % female 13
Slide 14: Income statement
Income statement Comments DKK million 2023 2022 change Revenue grew 9.6% in 2023 (constant 10.7%) to DKK 6,078.4m in 2023. The international part of the Group grew 20.2% in 2023 and accounted Revenue 6,078.4 5,544.6 9.6% for 52.8% of the Group revenue. The public Costs of services -4,375.5 -3,772.2
Slide 15: Revenue
Revenue Revenue in DKK million Comments YTD 2022 YTD 2023* Revenue increased by 10.7% on Group level. +10.7% Revenue in the Danish business was on level with 2022 at DKK 2,877.2m. During 2023 pipeline 6,135.7 conversion in the private segment was 5,544.6 prolonged as a consequence of the high level
Slide 16: Gross profit margin
Gross profit margin Gross profit margin (before depreciation and amortisation) Comments YTD 2022 YTD 2023* Gross profit margin decreased by 4.1 percentage points to 28.3% against 32.4% in 2022. The decrease was mainly caused by a lower -5.6pp utilisation in Denmark. 42.8% The Danish business unit re
Slide 17: Adjusted EBITDA margin
Adjusted EBITDA margin Adjusted EBITDA margin (before allocated cost from HQ) Comments YTD 2022 YTD 2023* Adjusted EBITDA margin at Group level decreased by 5.1 percentage points to 15.6%. -8.0pp In Denmark, margin was 22.2% compared to 30.2% 30.2% in 2022, which was an effect of higher level -5.1pp
Slide 18: Cashflow
Cashflow In 2023, free cash flow was DKK 552.1m corresponding to a decrease of 8.4% compared to 2022, mainly driven by decreased margin, increase in interest expenses and acquisition of fixed assets related to investments in new HQ in Denmark and in Greece. Cash conversion ratio increased to 135.1%
Slide 19: Revenue visibility
Revenue visibility Public segment Private segment Total Netcompany Group 4,904.1 338.0 6.9% 3,465.2 1,908.1 38.9% 167.4 4.8% 1,482.4 42.8% 1,438.9 170.6 11.9% 425.7 29.6% 2,658.0 54.2% 1,815.4 52.4% 842.6 58.6% Contractual Contractual Non Total Contractual Contractual Non Total Contractual Contractu
Slide 20: 2023 Financial performance and guidance for 2024
2023 Financial performance and guidance for 2024 Actual Updated Financial metrics in constant Target Original Netcompany realised a strong performance in the performance target Q3 currencies 2024 target 2023 international part of the Group. This was 2023 2023 somewhat offset by performance in the Da
Slide 21: Corporate governance
Corporate governance Transparency and constructive stakeholder dialogue is key to Netcompany. Corporate governance is important as it sets out the guidelines for the management. Netcompany observes the Danish Recommendations on Corporate Governance fully complies with all 40 recommendations. The Boa
Slide 22: Annual Board evaluation
Annual Board evaluation The annual evaluation of the Board and its performance The conclusion of the evaluation was that the Board works well and there was no current was conducted in 2023. need for any additional committees currently. The evaluation was conducted as an internal evaluation, as The e
Slide 23: EU Corporate Sustainability Reporting Directive pre-implementation
Netcompany pre-implemented parts of the EU Corporate Sustainability Reporting Directive and the European Sustainability Reporting Standards in 2023 in order to prepare for the EU Corporate Sustainability Reporting Directive becoming effective for Netcompany’s financial year 2024. 23
Slide 24: Sustainability efforts
Sustainability efforts Environment Social Governance We want to decrease Our people are the We are dedicated to the negative climate- backbone of our strong ethical values related impact of our company, and we and responsible business: uphold our business practices commitment to: across our • More u
Slide 25: Environmental
Environmental Environmental key figures (tonne) 2023* 2022 CO₂e scope 1 1,553.9 1,459.2 CO₂e scope 2 (market-based) 427.4 1,575.4 CO₂e scope 3 68,518.4 53,566.7 EU Taxonomy-alignment share of eligibility 2023* 2022 Revenue 41.9% 60.0% Capex 23.5% 31.7% Open 44.1% 58.8% Energy consumption and mix 202
Slide 26: Social
Social Diversity is an important factor and at Netcompany we celebrate and encourage a broad definition of diversity. We reached a total share of women of 27.1 % in 2023. We reached a total share of 18.3% women at the managerial level in 2023. The Board of Directors had an equal distribution of gend
Slide 27: Governance
Governance Updated our Code of Conduct to ensure alignment with internationally recognised ethical principles, guidelines, and conventions. Embedded our sustainability strategy in the organization. 100 % attendance at Board meetings. 100 % attendance at Committee meetings. 27
Slide 28: Questions?
Questions? 28
Slide 29: The Board of Directors' proposals
The Board of Directors’ proposals The Board of Directors proposes that: The Annual General Meeting takes note of the Board of Director’s report on the Netcompany’s activities in 2023. Netcompany’s Annual Report 2023 be approved. The net profit for the financial year ended 31 December 2023 be allocat
Slide 30: Agenda of today
Agenda of today 1 The Board of Directors’ report on Netcompany’s activities in the past financial year. 2 Presentation and approval of Netcompany’s audited Annual Report 2023. 3 A resolution on the distribution of profit in accordance with the adopted Annual Report. 4 Presentation of and advisory vo
Slide 31: Remuneration Report
Remuneration Report Audited remuneration report. In line with Danish and international corporate governance guidelines. The Board of Directors’ remuneration package was raised for the first time at the AGM in 2022. Key points of policy: » Fixed remuneration » Market-based salary level » Clear link t
Slide 32: Remuneration elements
Remuneration elements Remuneration Fixed fee / Fixed base salary Fee for committee work Short-term incentive plan Long-term incentive plan Travel allowances and other expenses Benefits Severance pay Extraordinary remuneration (MsP) Netcompany ful = Comments Fee for Audit Committee, Remuneration Comm
Slide 33: Remuneration of Executive Management
Remuneration of Executive Management André Rogaczewski Claus Jørgensen Thomas Johansen Total CEO COO CFO Executive Management +33.92%* 28,182 6,177 21,043 0 1.255 1.219 DKK’000 3.312 6.831 2,947 Fixed Base salary 5,690 5,690 3,110 Short Term Incentive Plan, STIP 1,157 1,157 0 633 Benefits 509 511 Gr
Slide 34: The Board of Directors' proposal
The Board of Directors’ proposal The Board of Directors propose that: The Remuneration Report 2023 be approved in the advisory voting by the General Meeting. 34
Slide 35: Agenda of today
Agenda of today 1 The Board of Directors’ report on Netcompany’s activities in the past financial year. 2 Presentation and approval of Netcompany’s audited Annual Report 2023. 3 A resolution on the distribution of profit in accordance with the adopted Annual Report. 4 Presentation of and advisory vo
Slide 36: Remuneration of members of the Board of Directors
Remuneration of members of the Board of Directors Kept at the same level as approved at the Annual General Meeting 2023 Members of the Board of The Chairman of the Board of The Vice Chairman of the Directors shall receive a base Directors shall receive: Board of Directors shall fee of: receive: DKK
Slide 37: Committee work
Committee work Kept at the same level as approved at the Annual General Meeting 2023 Chairman of the Audit Members of the Audit Members, including Members, including Committee shall Committee shall the chairman of the the chairman of the receive an annual receive an annual Remuneration Nomination co
Slide 38: The Board of Directors' proposal
The Board of Directors’ proposal The Board of Directors propose that: The Board of Directors proposes the described remuneration level to the Board of Directors for 2024 to be approved by the General Meeting. 38
Slide 39: Agenda of today
Agenda of today 1 The Board of Directors’ report on Netcompany’s activities in the past financial year. 2 Presentation and approval of Netcompany’s audited Annual Report 2023. 3 A resolution on the distribution of profit in accordance with the adopted Annual Report. 4 Presentation of and advisory vo
Slide 40: Proposal to re-elect members to the Board of Directors
Proposal to re-elect the following members to the Board of Directors Bo Rygaard Juha Christensen Åsa Riisberg Susan Cooklin Bart Walterus
Slide 41: The Board of Directors' proposal
The Board of Directors’ proposal The Board of Directors propose that: The Board of Directors proposes re-election of Bo Rygaard, Juha Christensen, Åsa Riisberg, Susan Cooklin, and Bart Walterus as Board members. 41
Slide 42: Agenda of today
Agenda of today 1 The Board of Directors’ report on Netcompany’s activities in the past financial year. 2 Presentation and approval of Netcompany’s audited Annual Report 2023. 3 A resolution on the distribution of profit in accordance with the adopted Annual Report. 4 Presentation of and advisory vo
Slide 43: The Board of Directors' proposal
The Board of Directors’ proposal The Board of Directors propose that: The Board of Directors proposes re-election of: EY Godkendt Revisionspartnerselskab, registration no. 30 70 02 28. The elected auditor shall take up the role as both Netcompany’s financial- and sustainability auditor. 43
Slide 44: Agenda of today
Agenda of today 1 The Board of Directors’ report on Netcompany’s activities in the past financial year. 2 Presentation and approval of Netcompany’s audited Annual Report 2023. 3 A resolution on the distribution of profit in accordance with the adopted Annual Report. 4 Presentation of and advisory vo
Slide 45: The Board of Directors' proposal
The Board of Directors’ proposal The Board of Directors propose that: No proposal has been submitted by the Board of Directors regarding treasury shares. The Board was in connection with the Annual General Meeting in 2023 authorized in the period until 2 March 2028 to approve Netcompany’s acquisitio
Slide 46: Agenda of today
Agenda of today 1 The Board of Directors’ report on Netcompany’s activities in the past financial year. 2 Presentation and approval of Netcompany’s audited Annual Report 2023. 3 A resolution on the distribution of profit in accordance with the adopted Annual Report. 4 Presentation of and advisory vo
Slide 47: 9.a Proposal to approve amended Articles of Association section 5.1
9.a Proposal from the Board of Directors to approve the amended Articles of Association section 5.1 The Board of Directors proposes that the General Meeting approves the amended Articles of Association, “In the period until 28 February 2029 21 May section 5.1. 2023, the Board of Directors is authori
Slide 48: 9.b Proposal to approve amended Articles of Association sections 13.2 and 13.3
9.b Proposal from the Board of Directors to approve the amended Articles of Association sections 13.2 and 13.3 New section 13.2 “The Company’s sustainability reporting shall be accompanied by an assurance report The Board of Directors proposes that the General prepared by an auditor who, according t
Slide 49: Agenda of today
Agenda of today 1 The Board of Directors’ report on Netcompany’s activities in the past financial year. 2 Presentation and approval of Netcompany’s audited Annual Report 2023. 3 A resolution on the distribution of profit in accordance with the adopted Annual Report. 4 Presentation of and advisory vo
Slide 50: Netcompany.com
Netcompany.com
Netcompany Group — Shareholder Meeting (February 2024) on 6ix