Corporate Governance

Handicare Group AB (publ.) is a Swedish public limited liability company, which means that corporate governance is based primarily on the fundamental rules in the Swedish Companies Act covering the organization of the company as well as internal instructions and rules. After being listed on the NASDAQ Stockholm, the company will comply with the Swedish Corporate Governance Code and NASDAQ Stockholm’s Rule Book for Issuers.

The Swedish Corporate Governance Code (the “Code”) applies for all companies whose shares are listed on a regulated market in Sweden and must be applied from the first day of listing. The Code applies the comply or explain mechanism. This means that companies that apply the Code are allowed to deviate from individual rules as long as they explain each deviation. In conjunction with its annual report, the company must also publish a separate corporate governance report.

Handicare complies with all rules in the Code from the date of the listing of the shares on Nasdaq Stockholm, with the exception of rule 9.7 of the Code. Handicare deviates from rule 9.7 of the Code with respect to the upcoming warrant program described in the Incentive Program. In that the Participants pursuant to the terms of one of the two warrant series may exercise such warrants to subscribe for shares after a two-year period and hence after a shorter period of time than the minimum time of three years prescribed by the Code. Once listed on Nasdaq Stockholm, Handicare intends to only implement three-year programs. Deviations from the Code will be reported in the Company´s annual corporate governance reports.

 

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