proposed to authorise the Board to continue with repurchases of own shares. For more information about the Hemnet share and the largest shareholders, see page 21. Nomination Committee In accordance with the Nomination Committee’s Instructions adopted by the AGM 2022, the members of the Nomination Committee shall consist of four representatives appointed by the largest shareholders of Hemnet, in terms of voting rights as of 31 August, who wish to appoint a member. In addition, the Chair of the Board shall be a member of the Nomination Committee. The Nomination Committee shall perform its duties as set out in the Code and the Nomination Committee Instructions, available
on www.hemnetgroup.com. The Nomination Committee is responsible for preparing and presenting proposals for a Chair of the AGM, the members of the Board of Directors and the Chair of the Board of Directors, the fees to the members of the Board of Directors, the election of auditors, the auditors’ fees and, if applicable, any amendments to the Nomination Committee Instructions. The Nomination Committee ahead of the AGM 2023 has been formed in accordance with the Nomination Committee Instructions adopted by the AGM 2022. The Nomination Committee consists of five members: Henrik Persson, nominated by General Atlantic RR B.V., Jonas Bergh, nominated by Mäklarsamfundet Bransch i Sverige AB, Andreas Haug, nominated by Vor Capital LLP, Jonathan Schönbäck, nominated by Odin Funds, and the Chair of the
Board Christopher Caulkin. The Nomination Committee has decided to elect Henrik Persson as its Chair. The composition of the Nomination Committee meets the composition requirements of the Code. On 1 February 2023, Didner & Gerge flagged a holding of 8.3 percent of the shares in Hemnet. Didner & Gerge was consequently, and in accordance with the Nomination Committee’s instructions, invited to appoint a representative participating in the Committee’s work as co-opted member. In its work, the Nomination Committee has applied Rule 4.1 of the Code as its diversity policy in addition to the newly adopted gender equality goals set forth in the Company’s Sustainability Policy. To support the Committee’s process, an annual Board evaluation is carried out, the results of which are presented to the Committee.
Board and Committee composition
as of 31 December 2022
Board member
Position Remuneration Committee
Audit Committee
Christopher Caulkin *
Chair
Chair
-
Maria Redin **
Member Member Member Member Member Member
- - -
Chair
Anders Edmark ***
Member Member
Tracey Fellows
Håkan Hellström ****
Member
-
Nick McKittrick
-
Member
Pierre Siri
Member
-
Board and Committee attendance
board and Committee meetings in 2022 (per capsulam not included)
Member
Board meeting Remuneration Committee
Audit Committee
Christopher Caulkin *
9/9 6/9 9/9 8/9 8/9 8/9 9/9
7/7
Maria Redin **
6/9 6/9 8/9
Anders Edmark ***
Tracey Fellows
Håkan Hellström ****
3/7
Nick McKittrick
9/9
Pierre Siri
7/7
Nomination Committee
Member
Nominated by
31/12 2022, % of votes
Henrik Persson Jonas Bergh Andreas Haug
General Atlantic R R B.V.
16.61 10.15
Mäklarsamfundet Bransch i Sverige AB
Vor Capital LLP
5.11 4.80 N/A
Jonathan Schönbäck Christopher Caulkin
Odin Funds
N/A
* Assumed office as Chair of the Board on 31 August 2022, before then member, and as Chair of the Remuneration. Committee at the Board meeting on 19 October 2022, before then member. ** Joined the Board at the 2022 AGM. Chair of the Audit Committee since the inaugural Board meeting in connection with the 2022 AGM. *** Joined the Audit Committee at the inaugural Board meeting in connection with the 2022 AGM. **** Joined the Remuneration Committee at the inaugural Board meeting in connection with the 2022 AGM.
Administration report
Hemnet Group | Annual and sustainability report 2022 · 35
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