Dometic Offers Bulletin from Annual Shareholders’ Meeting

Income Statement and Balance Sheet and Discharge of Liability

The annual shareholders’ meeting adopted the income statement and balance sheet and the consolidated income statement and balance sheet for the financial year 2022 as presented. The members of the board of directors and the company’s CEO were discharged from liability in respect of their management of the company’s business during the period covered by the annual report.

Dividend

In accordance with the proposal by the board of directors, the annual shareholders’ meeting resolved on a dividend to the shareholders of SEK 1.30 per share. It was further resolved that the record date for the dividend should be Friday, April 14, 2023, which means that the dividend is expected to be distributed by Euroclear Sweden AB on Wednesday April 19, 2022.

Board of Directors and External Auditor

In accordance with the proposal by the nomination committee, the annual shareholders’ meeting resolved that the board of directors shall consist of eight members with no deputies and that the company shall have a registered auditing firm as auditor, without deputy auditor.

In accordance with the proposal by the nomination committee, the board members Fredrik Cappelen, Erik Olsson, Heléne Vibbleus, Jacqueline Hoogerbrugge, Mengmeng Du, Peter Sjölander and Rainer E. Schmückle were re-elected and Patrik Frisk was newly-elected as members of the board of directors for the period up to the end of the 2024 annual shareholders’ meeting. In accordance with the proposal by the nomination committee, Fredrik Cappelen was re-elected as chairman of the board of directors.

In accordance with the proposal by the nomination committee, the auditing firm PricewaterhouseCoopers AB was re-elected as auditor for the period until the end of the 2023 annual shareholders’ meeting. The authorized public accountant Patrik Adolfson shall be the auditor in charge.

Fees and remuneration

In accordance with the proposal by the nomination committee, the annual shareholders’ meeting resolved that remuneration to the board of directors for the period up until the 2024 annual shareholders’ meeting shall be paid in an amount of SEK 1,275,000 to the chairman of the board of directors and SEK 470,000 to each of the other members of the board of directors who are not employed by the company. In addition, remuneration for committee work shall be paid by SEK 210,000 to the chairman of the audit committee and SEK 95,000 to each of the other committee members and by SEK 103,000 to the chairman of the remuneration committee and SEK 52,000 to each of the other committee members. As a result, the total remuneration, including remuneration for committee work and based on the proposed composition of the committees, amounts to SEK 5,172,000, which is an increase by SEK 175,000 compared to last year.

In accordance with the proposal by the nomination committee, it was resolved that remuneration to the auditor shall be paid in accordance with approved invoices within the auditor’s quotation.

The annual shareholders’ meeting also resolved to approve the board of directors’ remuneration report.

Authorization to issue new shares and/or warrants and/or convertibles

In accordance with the proposal by the board of directors, the annual shareholders’ meeting authorized the board of directors to resolve, on one or several occasions until the next annual shareholders’ meeting, on the issuance of new shares and/or warrants and/or convertibles with or without deviation from the shareholders’ pre-emptive right. Such resolution may provide for payment in cash, against set-off of claims or in kind or otherwise on special conditions. The total number of shares that may be issued and the total the number of shares that shall be possible to subscribe/convert to under the authorization shall in total be within the limits of the articles of association and shall not exceed ten (10) percent of the total number of shares in the company at the time of the board’s resolution to issue new shares.

The purpose of the authorization, and the reasons for any deviation from the shareholders’ pre-emptive right, is to increase the company’s financial flexibility. Should the board of directors resolve on an issue with deviation from the shareholders’ pre-emptive right, the reason shall be to enable the company to finance the operations or to strengthen the balance sheet in a fast and efficient way, acquire companies, businesses or parts thereof with payment in own shares, warrants and/or convertibles, secure financial capacity for current or future possible acquisitions of companies, businesses or parts thereof and/or to enable a broadening of the ownership of the company. The issue price shall be determined in accordance with prevailing market conditions.