EUR 1000.00 For Business Accounts Only

Fabege - AGM 25 March 2021

Under ITEMS 8c (i) - 8c (vii) discharge of the board of directors and CEO is sought. We note that, according to the proxy card, discharge from liability shall be made by separate, individual decisions for each board member. We furthermore note that to date of this report the Company’s Annual Report 2020 has NOT been published in the English language. In our view this is a substantial governance breach and not in line with Swedish as well as international best practice. Therefore, we are unwilling to grant discharge to any member of the board of directors who served on the board during the FY 2020 and consequently is responsible for an accurate information provision towards (international) investors.

Under ITEM 12 the nomination committee proposes to re-appoint Deloitte AB as the Company’s external auditor. Although the level of non-audit fees is in line with our guidelines, we note that the external auditor (Deloitte) has been in office for 19 years and there is no disclosure to suggest that the current mandate has been tendered in the past. This is not in accordance with our guidelines, which recommend a term of maximum 20 years (10 + 10 years, if a tender is undertaken) in line with EU regulation. In view of the above, we recommend to vote OPPOSE.

Under ITEM 14 approval of the Company's executive remuneration policy is sought. First of all, we are NOT in favour of the (proposed) introduction of the discretionary assessment (to be decided by the board). Although this is not uncommon and the  maximum % is still within our guidelines, board of directors’ should not have too much discretionary powers to alter the outcome of the STI. We furthermore note that no separate LTI has been established under Fabege’s executive remuneration policy. Consequently, we are missing an actual LT component (with a performance period of at least 3 years) under the Company’s executive compensation package. Accordingly, we recommend to vote OPPOSE.
Finally, under ITEM 15, approval of the Company's first remuneration report is sought. Although we strongly welcome the inclusion of (undisclosed) sustainability targets under the STI, we note that no separate LTI has been established. Consequently, we are missing an actual LT component (with a performance period of at least 3 years)  under the Company’s executive compensation package. Accordingly, we recommend to vote OPPOSE.