Good afternoon, shareholders of Adevinta. My name is Lars Christie. I'm a partner at law firm BAHR. I am asked to chair this meeting on behalf of the company, and it's my pleasure to welcome you on this virtual general meeting. I would like to start with some practical information. You will have four buttons on the top of your screen that you can click on: Home, Messages, Voting, and Documents. By pressing Home, you will find additional technical details about how this works, and I recommend that you read the text entered there. Messages give you the opportunity to see messages sent in from other shareholders, as well as allowing you to enter written questions or comments for the general meeting yourself, if desired. The Documents button gives you a copy of the notice and other associated documents. The Voting button takes you to the items to be adopted here today. Voting will also be pushed to your screen as we move from the one item to the next. It is now closed for shareholders to log in, we will then move to take the list of attendance of shareholder present. I will give the word to Freddy Hermansen from DNB, Registrar's Department for the attendance. Thank you, Lars. Represented here today, we have a proxy, the chair of the board, for 2,043,974 shares. We have proxy with instructions to chair of the board for 112,286,084 shares. We have advanced votes from 511,218,183 shares. We have one shareholder who is attending and voting online for 344,803,374 shares. We also have 12 guest logins that can follow us. Total represented is 970,351,615 shares, representing 83.82% of the voting ordinary share capital. We also have 59,256,068 B-shares represented here today. Thank you. Thank you very much, Freddy. From the company side, we have with us Orla Noonan, the Chair of the Board. We have Antoine Jouteau, the Chief Executive Officer. We have Trond Berger, who is the Chair of the Nomination Committee, and we have the company's auditor, Kjetil Rimstad, from Ernst & Young. Are there any comments or questions with respect to the agenda? That doesn't appear to be the case, we will move on to agenda item number one, approval of the notice and the agenda of the annual general meeting. Is there any comments or questions to that agenda item? Appear not to be the case, we proceed to voting. You can now vote, please. Yeah, we have received votes on all items from the one shareholder, so. Okay. Voting is completed, and this resolution is approved with sufficient majority. We will now proceed to agenda item number two, election of the chairperson of the meeting. It is proposed that myself, Lars Christie, is elected as chair of the meeting. Let us know if there is any comments to that. Otherwise, we proceed to voting. Voting is completed, and this resolution was approved with sufficient majority. We proceed to agenda item number three, where it's proposed that the company's Chief Executive Officer, Antoine Jouteau, is elected to sign and co-sign the minutes together with myself. Let us know if there is any comments or questions to that agenda item. We proceed to voting. We can vote, please, which is now concluded. This resolution is approved with sufficient majority. We will then proceed to agenda item number 4. Before we go into the formal part of that agenda item, I will give the word to the company's Chief Executive Officer, Antoine Jouteau, to give some comments on the financial statements. Good afternoon, everyone. I'm very happy to be with you this afternoon. To give you an overview of the performance of Adevinta last year, the top line grew by 8%, and the EBITDA grew by 7%, despite a very tough macroeconomic conditions, inflation, interest rate. Despite that, the company is continuing to grow. I was appointed during the summer, but the full year, the full team was committed to deliver a significant growth and improving the profitability of the company. If you are going to the next slide. Thank you. My plan has been divided in two parts. First, with five important focus. One is, of course, the operational excellence. We want to deliver added value for our customers and for our users. That's key in our business. We want to improve our marketplaces, and the teams are dedicated to that. Secondly, the top line growth is really key for us. We have done it last year, and hopefully we continue this year to improve our product, to increase the value we are bringing to our customers, and to improve the value for the company. Third, the financial performance. It means that we have implemented a strict cost discipline in this company, but also a ROI model based on the capital allocation, where we want to put our means and where we think that we have opportunities across all different verticals and our portfolio. Focus also on our people and the sustainability, which is the purpose of this company. The Growing at Scale strategy that we have presented 18 months ago is very important for us, and we are deploying the key elements on that. We are focusing Europe and mainly in the core European country. Secondly, we are accelerating our verticalization, which is key for us to be more relevant on the mobility side, on the real estate side, and on the e-commerce side. We want to improve the scalability of our product and tech means. It means that we will share, and we are sharing more and more capabilities across our portfolio to develop some synergies. We want to be more agile, with a more aligned organization, and in the center of that, of course, we are focusing on financial performance and capital allocation strategy. That's the commitment of the team for last year and for this year. Thank you. Thank you very much, Antoine, for your presentation. Let us know, shareholders, if there is any questions to that. We will proceed to the formal part of agenda item four, which is the resolution to approve the board of directors' report and the annual report for 2022. I will read up the suggested resolution. The general meeting approved the financial statements and the board of directors' report for 2022 for Adevinta ASA and the Adevinta Group. A group contribution of NOK 585,858,120 shall be paid to Adevinta Finance AS. A group contribution of NOK 46,546,847 shall be paid to Adevinta Ventures AS. A group contribution of NOK 24,392,441 shall be paid to Marketplaces Austria Holding AS. Let us know if there is any comments or questions to that agenda item. I think we proceed to voting. You may now vote, please. I think voting has now been completed, and this resolution was approved with sufficient majority. Thank you. We will now proceed to agenda item number five, which is a consideration of the corporate governance report for Adevinta. There is no resolution to be made under this agenda item. The report for corporate governance is available on the company's webpage, and it's also included in the annual report. I ask shareholders if there's any questions or comments to that report that you would like us to discuss. That doesn't appear to be the case, since there is no voting to be made under this agenda item, I conclude agenda item five and proceed to agenda item number six. Thank you. Agenda item six is approval of the board of directors' declaration of salary and other remuneration to the senior management. The proposed resolution reads: The general meeting approved the board of directors' declaration of salary and other remuneration to the senior management. I ask shareholders if there's any questions or comments to that agenda item. That doesn't appear to be the case, we can proceed to voting. We now see that voting has taken place, and this resolution was approved with sufficient majority. Thank you. We will now proceed to agenda item number 7, advisory vote on the board of directors' remuneration report for the senior management. The proposed resolution read as follows: The general meeting endorsed the board of directors' remuneration report for the senior management. Is there any comments or questions to that agenda item? Doesn't seem to be the case, we proceed to voting. Voting has taken place, this resolution was approved with sufficient majority. Thank you. We now proceed to agenda item number 8, approval of the auditor's fee for 2022. The proposed resolution reads: The general meeting approved the auditor's fee of EUR 356,637.42 for the ordinary audit of Adevinta ASA. Is there any questions or comments to that agenda item? Doesn't appear to be the case. You now may proceed to voting. Voting is completed, and we conclude that this resolution was approved with sufficient majority. Thank you. We will go to agenda item number 9, which is election of the members to the board of directors. With me, I have Trond Berger, Chair of the Nomination Committee, and Trond will then propose resolutions or recommendations for resolutions under agenda item 9 and 10, which is remuneration to board. 11, election of members to the Nomination Committee, and agenda item 12, regarding remuneration to the Nomination Committee. Thank you, Lars. The nomination committee consists currently of me as a chair, Chris Davies, Ole Dahl, Andrew Kvålseth, and Karin Schwab. According to the proposal, then it is one that is up for voting and nomination this year, and that's Ole Dahl. The proposal is to elect him for another year. The other are either appointed by the shareholders or are then elected in the AGM a year ago, keeping them to next spring. That's the committee. Then the board is also proposed to continue as is. Remind you that the two main shareholders, Schibsted and eBay, do have the right, according to agreement, to elect two members. also Permira has the right to elect one board member. There has been one changes here, meaning that Peter Brooks has withdrawn, and then it's proposed that Aleksander Rosinsky is then appointed as the replacement of him. That leads to following board being proposed: Orla Noonan, Fernando Abril, Peter Brooks- Johnson has retired, and then Sophie Javary, Julia Jäkel, Michael Nilles, Kristin Skogen Lund, Aleksander Rosinsky, and then Julie Simpson. The nomination committee also has proposed remuneration to the board and to the nomination committee for approval. As stated in the notice and remuneration report, it is then proposed an adjustment of inflation of 5% of fees for all the Board members and committees, and Nomination Committee. 5% inflation adjustments. That concludes my report. Lars? Thank you very much, Trond, for your presentation. We will then proceed to the formal voting under the various agenda items. We then start with agenda item 9, election of the members to the board of directors, and the proposed resolution reads as follows: The general meeting approved the proposal made by the nomination committee, and the following persons are hereby elected by the general meeting as members of the board of directors of Adevinta ASA, for a duration of 12 months. Number 1, Orla Noonan as chair. Number 2, Fernando Abril- Hernández. Number 3, Aleksander Rosinsky. Number 4, Sophie Javary. Number 5, Julia Jäkel, and number 6, Michael Nilles. Are there any comments or questions to that agenda item? That does not appear to be the case, then we will proceed to voting. You may now vote, please. We have concluded voting, and we, this resolution was approved with sufficient majority. We will now go and proceed to agenda item number 10, that is approval of remuneration to the board of directors. Trond has already made the recommendation from the nomination committee, so I will read the proposed resolution. The general meeting approved the proposal made by the nomination committee of remuneration to the members of the board of directors for the period until the annual general meeting in 2024. For the board, the chair, NOK 1,583,400. Other directors, NOK 819,000. To the remuneration committee, the chair, NOK 163,800, all numbers in Norwegian currency. Other committee members to the remuneration committee, NOK 109,200. Audit and risk committee, chair, EUR 245,700. Other committee members, EUR 152,880. For the integration and transformation committee, the chair, EUR 245,700, and other committee members, EUR 152,880. Are there any questions or comments to that proposed resolution? Doesn't seem to be the case. We proceed to voting. You may now vote, please. We have concluded voting. This resolution was approved with sufficient majority. We will now proceed to agenda item number 11. Mr. Berger has already proposed the nomination committee proposal. The proposed resolution reads as follows: The general meeting approved the proposal made by the nomination committee. Ole E. Dahl is hereby re-elected as a member of the nomination committee in Adevinta ASA for a term of 2 years. Are there any questions or comments to that agenda item? Doesn't appear to be the case. We will now proceed to voting. You may vote, please. Voting has concluded. This resolution was approved with sufficient majority. We will now proceed to agenda item number 12, approval of remuneration to the members of the nomination committee. Again, Mr. Berger has made a proposal from the nomination committee. The proposed resolution reads as follows: The general meeting approves the remuneration for the nomination committee for the period until the annual general meeting in 2024. Chair, 172,536 Norwegian kroner. Other committee members, 114,660 Norwegian kroner. Are there any comments or questions to this agenda item? Does not appear to be the case. We will proceed to voting. You may now vote, please. Voting has concluded, and this resolution was approved with sufficient majority. We go into agenda item number 13. That agenda item regards authorization to the board of directors to increase the shared capital. It's a pretty lengthy and technical proposed resolution. I will not read that proposal in its entirety. I will assume that shareholders have access to this proposed resolution in the invite to the general meeting, and I will assume that that proposal is now being proposed on this general meeting. Are there any questions or comments to that agenda item? That does not appear to be the case, then we can proceed to voting on agenda item 13. You may vote, please. Voting has concluded, and this resolution has been approved with sufficient majority. We will now proceed to agenda item number 14, that regards authorization to the board of directors to buy back the company's shares. It's also here, a rather lengthy and technical proposed resolution. I will not read that in its entirety. It is the same as was included in the notice to the annual general meeting. I ask if there are any comments or questions to this agenda item. That does not appear to be the case, then we will proceed to voting on agenda item 14. You may now vote, please. We have concluded voting, and this agenda item was approved with sufficient majority. We will proceed to the last agenda item, number 15, amendments to the company's articles of association. The proposed resolution reads as follows: The articles of Association, Section 9, subsection two, which currently reads, "The company may, in the notice of the general meeting, give a deadline for the announcement of attendance, which cannot expire earlier than 5 days prior to the general meeting," is deleted in its entirety. Are there any comments or questions to this agenda item? That doesn't appear to be the case. You may now proceed to voting. Vote, please. Voting has concluded, and this resolution was approved with sufficient majority. That was all the agenda items we had on today's agenda. There has been no other business or matters to be voted on this annual general meeting, and then I will thank all shareholders for participating and your interest in Adevinta, and we will now close this annual general meeting. Thank you.
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