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Election committee

The Election Committee is responsible for making proposals to the Annual General Meeting on the composition of the Board of Directors. Nominations to the Election Committee are made by major shareholders in the company, whereby the four largest shareholders in terms of votes in the company as of the last banking day in February are entitled to nominate one member each.

The Election Committee ahead of the 2026 AGM

The AGM in May 2025 resolved that the Election Committee ahead of the 2026 Annual General Meeting will consist of:

  • Peter Hofvenstam, Chairman (nominated by Nordstjernan)
  • Stefan Hedelius (nominated by Tom Hedelius)
  • Emerson Moore (nominated by Ampfield Management)
  • Claes Murander (nominated by Lannebo Fonder)

Instruction to the election committee in Momentum Group

This instruction to the election committee in Momentum Group was adopted at the Annual General Meeting on 7 May 2025 and will apply until further notice.

Members of the Election Committee

    The company shall have an Election committee. The members of the Election Committee shall be nominated by major shareholders in the Company, whereby the four largest shareholders in terms of voting rights in the Company according to the share register maintained by Euroclear Sweden as of the last banking day in February are entitled to nominate one member each. If fewer than four members have been nominated in accordance with the above, up to three additional shareholders shall be contacted in voting order to nominate one member. Thereafter, if fewer than three members have been nominated, the other shareholders in voting order shall be given the opportunity to nominate one member each until a total of three members have been nominated (however, the Company is not obliged to ask more than three shareholders). The shareholder who controls the most votes in the Company has the right to nominate the Chairman of the Election Committee.

    The nominated members (including the Chairman of the Election Committee) shall be elected by the Annual General Meeting of the Company as members of the Election Committee for the period until the end of the next Annual General Meeting. The notice of the Annual General Meeting shall contain information about the members who have been nominated.

    When members are nominated and elected in accordance with the above procedure, the regulations regarding the composition of Election committees in accordance with the Swedish Code of Corporate Governance shall be followed.

    Changes in the Election Committee

    Changes in the composition of the Election Committee may occur in the following cases.

    • A member wishes to resign early or is unable to complete his or her assignment, or if a shareholder wishes to change its nominated member, in which case a request shall be sent to the Chairman of the Election Committee (or if the request concerns the Chairman, to another member of the Election Committee) and receipt shall mean that the request has been executed.
    • A new shareholder replaces a shareholder who has one of its nominated members of the Election Committee, whereby the new shareholder shall have the right to replace such nominated member, or if there is otherwise a significant change in the ownership structure of the Company, whereby the Election Committee has the right to independently decide to dismiss and/or appoint additional members in order for the composition of the Election Committee to reflect the ownership structure of the Company.
    • The Election Committee may offer vacant seats in the Election Committee to shareholders or members nominated by shareholders in order for the composition of the Election Committee to reflect the ownership structure of the Company.

    Changes in the Election Committee shall be announced by the Company as soon as possible.

    Duties of the Election Committee

    The Chairman of the Election Committee shall convene the first meeting of the Election Committee.

    The Election Committee shall prepare and, in good time before the Board issues the notice of the Annual General Meeting, submit to the Chairman of the Board the Election Committee’s proposals for:

    • election of the Chairman of the Board and other members of the Board of Directors,
    • resolution on remuneration to the Board of Directors,
    • election of auditor,
    • resolution on auditors’ fees,
    • election of Chairman of the Meeting, and
    • Resolution on amendments to these instructions (if the Election Committee deems it necessary).

    The Election Committee’s proposals shall be included in the notice of the Annual General Meeting. In connection with the Board of Directors issuing the notice of the Annual General Meeting, the Election Committee shall ensure that the Company publishes the Election Committee’s proposals and reasoned statement as well as information on how the Election Committee has conducted its work on the Company’s website.

    The Election Committee shall otherwise perform the tasks that are incumbent on the Election Committee in accordance with the Swedish Code of Corporate Governance.

    Fee

    No fees shall be paid to the members of the Election Committee. The Election Committee shall have the right to charge the Company with costs for, for example, recruitment consultants or other costs required in order for the Election Committee to be able to fulfil its assignment.

    Changes to these instructions

    These instructions for the Election Committee shall apply until the Annual General Meeting of the Company resolves to change it.

    Contact the Election Committee

    The Election Committee can be contacted via e-mail: ir@momentum.group or via the company’s post address:

    Attention Election Committee
    Momentum Group AB
    Östermalmsgatan 87E
    SE-114 59 Stockholm