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Election of Chairman of the meeting
The Vice Chairman of the Board Helena Skåntorp welcomed the participants and declared the Annual General Meeting open.
In accordance with the Nomination Committee's proposal, Helena Skåntorp was elected Chairman of the meeting. The meeting was informed that attorney Malin Tiberg had been assigned to keep the minutes at the meeting.
The meeting resolved that invited guests were allowed to attend the meeting.
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Preparation and approval of voting register
The meeting resolved to approve the list in Appendix 1 as voting register at the meeting.
It was noted that the shareholders had been able to exercise their voting rights by postal voting prior to the meeting.
It was further noted that 30,637,310 shares and votes were represented at the meeting, corresponding to approx. 54 percent of the total number of shares and votes in the company.
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Approval of the agenda
The meeting resolved to approve the agenda proposed by the board and included in the notice to the meeting.
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Election of person to verify the minutes
The meeting appointed Magnus Sjöqvist representing Swedbank Robur Fonder, to verify the minutes together with the Chairman.
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Determination of whether the meeting has been duly convened
It was confirmed that the meeting had been duly convened, as the notice had been available on the company's website since 1 April 2026, had been published in Post- och Inrikes Tidningar on 8 April 2026, and an announcement that notice had been given had been published in Dagens Nyheter on 8 April 2026.
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Presentation of the annual report and auditor's report, the consolidated financial statements and the auditor's report on the consolidated financial statements, the assurance report relating to the group sustainability report, the remuneration report and the auditor's statement regarding whether the guidelines for remuneration to senior executives have been complied with
MEKO's annual and sustainability report for the parent company and the group, together with the auditor's statement and the assurance report on the sustainability report - which have been made available to shareholders in accordance with applicable rules - were presented, as were the remuneration report and the auditor's statement on compliance with the company's guidelines on remuneration for senior executives.
The company's auditor in charge from Ernst & Young Aktiebolag, Henrik Jonzén, reported on the audit work and the conclusions of the audit report and the statement on adherence to the remuneration guidelines.
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CEO's address
The CEO Pehr Oscarson gave a presentation.
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Resolution on adoption of the income statement and balance sheet and the consolidated income statement and consolidated balance sheet
The meeting resolved to adopt the income statement and balance sheet and the consolidated income statement and consolidated balance sheet for the financial year 2025, included in the annual report.
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Resolution on discharge of the directors and CEO from liability
The meeting resolved to discharge board members and the CEO from liability for the financial year 2025.
It was noted that board members and the CEO who are shareholders did not participate in the resolution regarding their own discharge.
Before addressing the coming items on the agenda, the proposals of the Board and the Nomination Committee, which were included in the notice convening the meeting, were presented, as well as statements and other documents, which have been made available to the shareholders in accordance with applicable rules, including the Nomination Committee's motivated statement and information concerning the proposed board members. The documents were included in the material distributed at the meeting.
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Resolution concerning disposition of the company's result in accordance with the
adopted balance sheet
The meeting resolved, in accordance with the board's proposal, that no dividend for the financial year 2025 is to be paid and that the earnings at the disposal of the meeting shall be carried forward to a new account.
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Determination of the number of directors
The meeting resolved, in accordance with the Nomination Committee's proposal, that the board shall consist of eight board members.
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Determination of fees to the Board and the auditor
The meeting resolved, in accordance with the proposal of the Nomination Committee, on the following unchanged fees: SEK 950,000 to the Chairman of the Board, SEK 605,000 to the Vice Chairman of the Board and SEK 475,000 to each of the other meeting-elected directors. The following fees shall be paid for committee work: SEK 240,000 to the Chairman of the Audit Committee and SEK 120,000 to each of the other members of the Audit Committee, and SEK 110,000 to the Chairman of the Remuneration Committee and SEK 55,000 to each of the other members of the Remuneration Committee.
The meeting further resolved that auditor's fee shall be paid in accordance with approved
account.
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Election of Board members and Chairman of the Board
It was noted that the proposed new members, Camilla Monefeldt Kirstein and Louise Mortimer Undén, introduced themselves to the participants.
It was further noted that information about all proposed members' assignments in other companies was presented through the information document available on the company's website and included in the distribution material in the meeting room.
The meeting resolved, in accordance with the proposal of the Nomination Committee, on re-election of directors Marie Björklund, Walter Hanley, Magnus Håkansson, Robert Reppa, Jörn Werner and Dominick Zarcone, as well as election of Camilla Monefeldt Kirstein and Louise Mortimer Undén as new Directors of the Board.
Dominick Zarcone was re-elected as Chairman of the Board.
Eivor Andersson, Kenny Bräck and Helena Skåntorp have declined re-election.
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Election of auditor
The meeting resolved, in accordance with the proposal of the Nomination Committee, on re-election of Ernst & Young Aktiebolag as auditor for the period until the end of the 2027 Annual General Meeting.
It was noted that Henrik Jonzén will be continuing as auditor in charge.
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Approval of the remuneration report
The meeting resolved to approve the board's remuneration report for 2025.
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Resolution on a long-term share-based incentive program (LTIP 2026)
The meeting resolved to approve the board's proposal, Appendix 2, to establish a longterm share-based incentive program (LTIP 2026) for group management in MEKO and certain other key employees in the group.
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Resolution on transfer of own shares due to share-based incentive program
The meeting resolved to approve the board's proposal, Appendix 3, on transfer of own shares due to share-based incentive programs.
It was noted that the resolution was supported by shareholders with at least nine-tenths of the number of votes cast and shares represented at the meeting.
- Resolution on authorization for the Board to resolve on new issue of shares
The meeting resolved to approve the board's proposal, Appendix 4, to authorize the board to issue new shares.
It was noted that the resolution was supported by shareholders with more than two-thirds of the votes cast and shares represented at the meeting.
The meeting was declared closed.
At the minutes: Attest by:
Malin Tiberg Helena Skåntorp
Magnus Sjöqvist