AB Industrivärden : Download Minutes of the AGM 2022

This document is a translation of the Swedish original.

Reg. no. 556043-4200

Minutes recorded of the Annual General Meeting of Aktiebolaget Industrivärden, held on April 21, 2022

1. Opening of the meeting and election of a chairman to preside over the Annual General Meeting

The meeting was called to order by the Chairman of the Board Fredrik Lundberg.

It was noted that general counsel Jennie Knutsson had been appointed to record the minutes of the meeting.

It was resolved to appoint attorney Sven Unger as chairman to preside over the meeting.

It was further noted that the meeting was carried out in accordance with sections 20 and 22 of the Act (2022:121) on temporary exceptions to facilitate the execution of general meetings in companies and other associations, allowing for shareholders to exercise their voting rights at the meeting only by voting in advance, so-called postal voting.

The summons to attend the meeting and the form used for postal voting was attached to the minutes, Appendix 1 and 2.

A compilation of the result of postal votes was attached to the minutes, Appendix 3, which states the information specified in section 26 of the abovementioned act (2022:121).

2. Election of persons to check the minutes

It was resolved to appoint Bo Damberg (Jan Wallanders and Tom Hedelius Foundation and others) and Stefan Nilsson (Handelsbanken Pension Fund and others), along with the chairman of the meeting, to check the minutes of the meeting.

3. Preparation and approval of the voting list

It was resolved to approve the list included in Appendix 4 to serve as the register of voters at the Annual General Meeting.

4. Approval of the agenda

It was resolved to approve the proposed agenda included in the Annual General Meeting notice.

5. Decision as to whether the Annual General Meeting has been duly convened

It was noted that the notice of the Annual General Meeting was published in Post- och Inrikes Tidningar (the Official Swedish Gazette) on March 15, 2022, that the notice had been availablesince March 10, 2022, on the Company's website, and that an advertisement was published in

Svenska Dagbladet and Dagens Nyheter on March 15, 2022.

The Annual General Meeting was declared duly convened.

6. Presentation of:

a. the annual report and audit report, and of the consolidated accounts and audit report for the Group,

b. the auditor's statement whether current guidelines for executive compensation have been followed, and

c. the Board's proposed distribution of earnings and statement in support of such proposal.

It was noted that the annual report and audit report as well as the consolidated accounts and the audit report for the Group had been presented by the documents being available at the Company's head office and on the Company's website. It was noted that the auditor's statement whether current guidelines regarding remuneration for members of the executive management of the Company had been complied with, had been presented by being available at the Company's head office and on the Company's website.

It was further noted that the Board of Directors' proposed dividend and motivated statement on the proposed dividend had been presented by the document being available at the Company's head office and on the Company's website.

7. Decisions concerning:

a. adoption of the Income Statement and Balance Sheet, and the Consolidated Income Statement and Consolidated Balance Sheet

It was resolved to approve the Income Statement and Balance Sheet, and the Consolidated Income Statement and the Consolidated Balance Sheet as included in the presented annual report and consolidated accounts.

b. distribution of the Company's earnings as shown in the adopted Balance Sheet and record date for dividend

It was resolved to adopt the Board of Directors' proposal that the profit presently at hand should be allocated so that an ordinary dividend of SEK 6.75 per share should be distributed to the shareholders, and that the remainder should be carried forward into new account.

It was resolved to schedule April 25, 2022, as the record date for payment of dividends.

c. discharge from liability to the Company of the members of the Board of Directors and the CEO

It was resolved to grant discharge from liability to the members of the Board of Directors and the CEO for the period of time covered by the annual report presented to the meeting. It wasnoted that the persons in question, to the extent they were included in the register of voters, did not participate in this resolution in respect of themselves.

8. Decision on the number of directors

It was resolved, in accordance with the Nominating Committee's proposal, that the Board shall consist of eight members without deputies.

9. Decision regarding directors' fees for each of the Company directors

It was resolved, in accordance with the Nominating Committee's proposal, that directors' fees shall be paid, as follows:

• • SEK 2,180,000 to the Chairman of the Board,

• • SEK 1,320,000 to the Vice Chairman (if the Board appoints one),

• • SEK 660,000 to each of the other board members who are not employees of the Group, and

• • that no fees shall be paid for work on board committees.

10. Election of directors and the Chairman of the Board

It was noted that the proposed members of the Board of Directors were presented in the notice to the Annual General Meeting and that information on the proposed Board members' assignments in other companies had been presented by being available at the Company's head office and on the Company's website.

It was resolved, in accordance with the Nominating Committee's proposal, to elect the following directors for a term lasting until the end of the next Annual General Meeting:

Pär Boman	(re-election)
Christian Caspar	(re-election)
Marika Fredriksson	(re-election)
Bengt Kjell	(re-election)
Fredrik Lundberg	(re-election)
Katarina Martinson	(new election)
Lars Pettersson	(re-election)
Helena Stjernholm	(re-election)

It was resolved, in accordance with the Nominating Committee's proposal, to re-elect Fredrik Lundberg as Chairman of the Board.

11. Decision on the number of auditors

It was resolved, in accordance with the Nominating Committee's proposal, to appoint a chartered accounting firm as the Company's auditor.

12. Decision on the auditor's fees

It was resolved, in accordance with the Nominating Committee's proposal, that the auditor's fees shall be paid in accordance with approved invoice.

13. Election of auditor

It was resolved, in accordance with the Nominating Committee's proposal, to appoint Deloitte AB as the Company's auditor for a term lasting until the end of the 2023 Annual General Meeting.

14. Decision regarding approval of the remuneration report

It was noted that the Board of Directors' remuneration report pursuant to Chapter 8 Section 53 a of the Swedish Companies Act had been presented by being available at the Company's head office and on the Company's website.

It was resolved to approve the Board of Directors' remuneration report pursuant to Chapter 8 Section 53 a of the Swedish Companies Act.

15. Decision on a long-term share savings program

It was resolved to implement a long-term share savings program in accordance with the Board's proposal as set forth in the convening notice to the Annual General Meeting.

_______________

Minutes checked by:

Minutes recorded by:Sven Unger

Jennie KnutssonBo Damberg

Stefan Nilsson

Appendix 1

The information herein was submitted for publication at 10 a.m. (CET) on 10 March 2022.

PRESS RELEASE

Notice of Annual General Meeting 2022

Notice is given to the shareholders of AB Industrivärden (publ), reg. no. 556043-4200, of the Annual General Meeting of shareholders to be held on Thursday, 21 April 2022.

Due to covid-19, the Board of Directors has decided that the Annual General Meeting is to be held only through postal voting in accordance with temporary legislation being in effect in 2022. This means that the Annual General Meeting will be conducted without the physical presence of shareholders, representatives or external parties. Shareholders will only be able to exercise their voting rights by postal voting in advance of the Annual General Meeting in the manner described below.

Information on the resolutions passed at the Annual General Meeting will be disclosed on Thursday, 21 April 2022, when the outcome of the postal voting has been confirmed.

Right to attend and notification

A person who wishes to participate in the Annual General Meeting must

 be listed as a shareholder in the presentation of the share register prepared by Euroclear Sweden AB concerning the circumstances on Monday, 11 April 2022; and



also give notice of participation by casting its postal vote in accordance with the instructions under the heading "Postal voting" below so that the postal voting form is received by Euroclear Sweden AB no later than on Wednesday, 20 April 2022.

In order to be entitled to participate in the Annual General Meeting, a shareholder whose shares are registered in the name of a nominee must, in addition to giving notice of participation in the Annual General Meeting by submitting its postal vote, register its shares in its own name so that the shareholder is listed in the presentation of the share register as of Monday, 11 April 2022. Such registration may be temporary (so-called voting rights registration), and request for such voting rights registration shall be made to the nominee in accordance with the nominee's routines at such a time in advance as decided by the nominee. Voting rights registrations that have been made by the nominee no later than Wednesday, 13 April 2022 will be taken into account in the presentation of the share register.

Postal voting

Shareholders may exercise their voting rights at the Annual General Meeting only by postal voting in accordance with section 22 of the Act (2022:121) on temporary exceptions to facilitate the execution of general meetings in companies and other associations. A special form must be used for the postal vote. The form is available on the company's websitewww.industrivarden.net under the menu Corporate Governance/Annual General Meeting. The postal vote form is considered as notice to participate in the Annual General Meeting.

AB Industrivärden (publ)

Box 5403, SE-114 84 Stockholm, Sweden

Tel. [phone]

Internet:www.industrivarden.net

E-mail:[e-mail]

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