Nominating committee

Guidelines for appointing members to the nomination committee

The Nomination Committee shall consist of four (4) members. The members shall include one representative of each of the three (3) largest shareholders of the Company, based on the number of votes held as of the last banking day in September of the year preceding the Annual General Meeting, as well as the Chairman of the Board.

The Chair of the Nomination Committee shall be the member representing the shareholder with the largest number of votes, unless the Nomination Committee resolves otherwise. However, the Chair of the Board of Directors may never serve as Chair of the Nomination Committee.

If a shareholder (or group of shareholders) that has appointed a member to the Nomination Committee reduces its shareholding during the term to such an extent that it no longer ranks among the largest shareholders, the appointed member shall resign. The shareholder (or group of shareholders) next in line by voting power shall then be offered the opportunity to appoint a new member.

No changes to the composition of the Nomination Committee shall be made if the change in voting power is marginal or occurs less than three (3) months prior to the Annual General Meeting, unless there are special circumstances.

If a member resigns during the term, the shareholder (or group of shareholders) that appointed the member shall have the right to appoint a replacement for the remainder of the term.

Any changes to the composition of the Nomination Committee shall be announced as soon as possible through a press release.

The composition of the Nomination Committee shall be made public as soon as the Committee has been constituted, and no later than six (6) months prior to the Annual General Meeting.

Instructions for the Nomination Committee

The Nomination Committee shall prepare and submit proposals to the Annual General Meeting regarding:

  1. a) the Chair of the Annual General Meeting,
  2. b) fees to the members of the Board of Directors and remuneration for committee work,
  3. c) election of members of the Board of Directors,
  4. d) election of the Chair of the Board of Directors,
  5. e) election of the auditor and determination of the auditor’s fee, and
  6. f) where applicable, amendments to the guidelines for the appointment of and the instructions for the Nomination Committee.

 

No remuneration shall be paid to the members of the Nomination Committee. However, the Company shall reimburse reasonable expenses deemed necessary for the Nomination Committee to carry out its duties.

The mandate of the Nomination Committee shall expire once the composition of the new Nomination Committee has been announced.

Nominating committee 2026

  1. Ewa Radgren (representing Gästrike Nord Invest)
  2. Pär Björn (representing Patrik Björn)
  3. Olle Larsson (representing himself)
  4. Jonas Lundberg (serving in his capacity as Chairman of the company)

Contact

Shareholders who wish to submit proposals to the nominating committee can contact them via email: valberedningen@aerogel.se.

Nominating committees

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