Remuneration

Hemfosa’s forms of remuneration shall motivate senior executives to do their utmost to safeguard the interests of the shareholders. This is why they must be simple, long term, measurable and, above all, competitive.

The remuneration comprises fixed and variable components. The fixed salary is based on competence, responsibilities and performance, while the variable component rewards achievement of targets. Variable remuneration for senior executives shall not exceed four months’ salary and shall not be pensionable. The total variable remuneration may not be more than SEK 3 million.

Incentive programmes

Incentive programmes for senior executives enable us to ensure a long-term commitment that benefits the company’s development. These programmes are mainly related to shares or share prices, and are passed by resolution at the general meeting.

Pension terms

Senior executives’ pension terms shall be based on defined contribution pension solutions and follow or be equivalent to the general pension plan. Dismissal pay and severance payments for a senior executive, e.g. the CEO, CFO and other members of group management, shall not in total exceed 18 months’ salary if the executive is dismissed by the company. In the case of the executive giving notice, such payments shall not exceed six months’ salary. The Board of Directors may waive the above guidelines if there are special reasons to do so.

Employee share warrant programme

The AGM resolved on a directed issuance in respect of not more than 1,400,000 warrants as a feature of the introduction of a warrant program for employees of the Hemfosa Group. The aim of the share warrant program is to introduce a reward system that is competitive in all the company’s markets. It is further intended to function as a guideline for the company’s management group in its work on company strategy, and to provide employees with an increased opportunity to share in the company’s successes.

The warrants are to be transferred to different categories of employees in the Group. The subscription price per share shall be the average price of the ordinary share at the time of issuance of the warrants, to be increased or decreased in accordance with Carnegie’s Real Estate Index (CREX) up to and including September 2022, when it will be finally determined.

The company will by means of a cash bonus subsidize up to 100 percent of the participants’ premium. The bonus consists of two payments, each of 50 percent, during the term of the warrant program. Each warrant entitles a right to subscribe for one (1) ordinary share in the company. The warrants may be exercised to subscribe for new ordinary shares, in accordance with the terms and conditions of the warrants, during a two week period from the day following the publication of the interim report for the period July-September 2022, the year-end report for 2022 and the interim report for the period January-March 2023, but not further than up to and including June 10, 2023.

Upon full exercise of all warrants, 1,400,000 new shares can be issued, which corresponds to a dilution of approximately 0.83 percent of the total number of ordinary shares and the total number of votes in Hemfosa. Calculated based on the total number of shares in the company, including preference shares, the dilution amounts to approximately 0.78 percent.