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Regulatory press release

Notice of Annual General Meeting in Intea Fastigheter AB (publ)

Intea Fastigheter
Download the release

Intea Fastigheter AB (publ), Reg. No. 559027-5656, (the “Company” or “Intea”) with its registered office in Stockholm, gives notice of the Annual General Meeting to be held on Wednesday April 22, 2026 at 4:30 p.m. CEST at Sjöfartshuset, Skeppsbron 10, SE-111 30 Stockholm, Sweden. Registration begins at 4:00 p.m. CEST.

Right to participate in the Annual General Meeting and notice of participation

A shareholder who wishes to participate in the Annual General Meeting in person or by proxy must be listed as a shareholder in the presentation of the share register prepared by Euroclear Sweden AB concerning the circumstances on Tuesday April 14, 2026. Furthermore, shareholders who wish to participate in the Annual General Meeting must notify the Company of this no later than on Thursday April 16, 2026. Notice of participation takes place:

  • via Euroclear Sweden AB's website www.euroclear.com/sweden/generalmeetings/,
  • by e-mail to GeneralMeetingService@euroclear.com,
  • by post to Intea Fastigheter AB (publ), “Årsstämma”, c/o Euroclear Sweden AB, Box 191, SE-101 23 Stockholm, Sweden, or
  • by telephone to +46 (0) 8-402 91 33.

The notification shall state name/company name, personal identity number or corporate identity number, address, telephone number and, if applicable, the number of assistants (no more than two).

Nominee-registered shares

In order to be entitled to participate in the Annual General Meeting, a shareholder whose shares are held in the name of a nominee must, in addition to providing notification of participation in the Annual General Meeting, register its shares in its own name so that the shareholder is listed in the presentation of the share register as of Tuesday April 14, 2026. Such registration may be temporary (so-called voting right registration) and is requested from the nominee in accordance with the nominee’s procedures at such time in advance as determined by the nominee. Voting rights registrations made by the nominee no later than on Thursday April 16, 2026 will be taken into account when preparing the share register.

Proxy and proxy forms

Shareholders who are represented by proxy must issue a written and dated power of attorney for the proxy signed by the shareholder. The power of attorney may not be issued earlier than one year before the date of the Annual General Meeting, unless the power of attorney specifies a longer period of validity, but no longer than five years from the date of issue. If the shareholder is a legal entity, a copy of the certificate of registration, or if such a document does not exist, equivalent authorization documents must also be attached. The power of attorney as well as the certificate of registration and other authorization documents (as applicable) should be sent to the Company well in advance of the Annual General Meeting, by post to Intea Fastigheter AB (publ), c/o Euroclear Sweden AB, Box 191, SE-101 23 Stockholm, Sweden or by e-mail to GeneralMeetingService@euroclear.com.

Proxy forms are available at the Company's website, www.intea.se, and will be sent upon request to shareholders.

Proposed agenda

  1. Opening of the Annual General Meeting.
  2. Election of chairperson of the Annual General Meeting.
  3. Preparation and approval of the voting list.
  4. Approval of the agenda.
  5. Election of one or two members to verify the minutes.
  6. Determination of whether the Annual General Meeting has been duly convened.
  7. Presentation of
    1. the annual report and the auditor’s report as well as the consolidated financial statements and the auditor’s report on the group; and
    2. auditor's statement on whether the guidelines for remuneration to senior executives have been followed
  8. Presentation by the CEO.
  9. Resolutions on
    1. adoption of the income statement and balance sheet and the consolidated income statement and the consolidated balance sheet;
    2. appropriation of the Company’s result in accordance with the adopted balance sheet and adoption of the record days for distribution of dividends; and
    3. discharge from liability towards the Company for the members of the Board of Directors and the CEO.
  10. Determination of the number of members of the Board of Directors and the number of auditors.
  11. Determination of fees to be paid to the Board of Directors and the auditor.
  12. Election of members of the Board of Directors, auditor and any deputy auditors.
  13. Election of the Chairperson of the Board.
  14. Presentation of remuneration report for approval.
  15. Resolution to authorize the Board of Directors to resolve on new issues of shares, warrants and convertibles.
  16. Resolution on
    1. Long-term incentive program for employees – LTIP 2026; and
    2. Resolution on issue and transfer of warrants to participants at market price.
  17. Closing of the Annual General Meeting.

Proposed resolutions

Resolutions proposed by the Nomination Committee

Item 2 – Election of Chairperson of the Annual General Meeting

The Nomination Committee, consisting of Carl-Johan Ehn (Chairperson of the Nomination Committee) (appointed by Henrik Lindekrantz), Jonas Granholm (appointed by Christian Haglund), Olof Lindstrand (appointed by Handelsbanken Pensionsstiftelse), Andreas Hedemyr (appointed by Saab Pensionsstiftelse) and Caesar Åfors (Chairperson of the Board of Directors), proposes that Linnéa Dolk, member of the Swedish Bar Association, from Advokatfirman Vinge, or in the event of her absence, the person appointed by the Board of Directors, be appointed Chairperson of the Annual General Meeting.

Item 10 – Determination of the number of members of the Board of Directors and the number of auditors and deputy auditors if applicable

The Nomination Committee proposes that the Board of Directors shall consist of six ordinary members. In accordance with the Audit Committee’s recommendation, it is also proposed that a registered accounting firm be appointed as auditor.

Item 11 – Determination of fees for the Board and the auditor

The Nomination Committee proposes that the fee for the Board shall amount to (unchanged from the previous Annual General Meeting):

  • SEK 600,000 to the Chairperson of the Board; and
  • SEK 350,000 each of the other members of the Board of Directors.

Mattias Grahn, who is proposed for re-election as a member of the Board of Directors according to item 12 below, has waived the right to receive Board fees if the Annual General Meeting decides in accordance with the proposal.

The Nomination Committee proposes that the total fee to the Board shall amount to SEK 2,000,000 (in 2025, when the Board consisted of eight members, the fee paid amounted to SEK 2,700,000).

No certain fees shall be paid for committee work.

The Nomination Committee proposes that the auditor’s fee shall be paid in accordance with approved current account.

Item 12 – Election of members of the Board of Directors, auditor and any deputy auditors if applicable

The Nomination Committee proposes re-election of Carina Åkerström, Christian Haglund, Henrik Lindekrantz, Jörgen Eriksson, Mattias Grahn and Pernilla Ramslöv as members of the Board of Directors for the period until the end of the Annual General Meeting 2027. The Chairperson of the Board of Directors, Caesar Åfors, and Board member Håkan Sandberg have declined re-election.

In accordance with the Audit Committee’s recommendation, the Nomination Committee proposes the re-election of the registered accounting firm KPMG AB as auditor for the Company for the period until the end of the Annual General Meeting 2027. KPMG AB has informed that authorized public accountant Mattias Johansson will be appointed as auditor-in-charge.

Item 13 – Election of the Chairperson of the Board of Directors

The Nomination Committee proposes that Carina Åkerström is elected as new Chairperson of the Board of Directors.

Resolutions proposed by the Board of Directors

Item 9 b – Resolution on appropriation of the Company's result in accordance with the adopted balance sheet and adoption of the record days for distribution of dividends

The Board of Directors proposes that the Annual General Meeting resolves on a dividend of SEK 1.00 per ordinary share of class A and B (0.50) is paid to the shareholders. The Board of Directors also proposes that the Annual General Meeting resolves on a dividend of SEK 2.00 per ordinary share of class D (2.00), with quarterly payment of SEK 0.50.

The Board of Directors proposes Wednesday April 29, 2026 as the record date for dividends on ordinary shares of class A and class B. The dividend is expected to be paid by Euroclear Sweden AB on the third business day after the record date. The Board of Directors proposes Tuesday June 30, 2026, Wednesday September 30, 2026, Wednesday December 30, 2026 and Wednesday March 31, 2027 as record dates for dividends on ordinary shares of class D. The dividend is expected to be paid by Euroclear Sweden AB on the third business day after each record date.

The Board of Directors further proposes that the Annual General Meeting resolves that all new ordinary shares of class D that may be issued with support of the proposed authorization according to item 15 below shall be entitled to dividends in accordance with the above from the day they are entered into the share register maintained by Euroclear Sweden AB.

Item 15 – Resolution to authorize the Board of Directors to resolve on new issues, of shares, warrants and convertibles

The Board of Directors proposes that the Annual General Meeting resolve to authorize the Board of Directors, within the framework of the current Articles of Association, with or without deviation from the shareholders’ pre-emptive rights, on one or more occasions up until the next Annual General Meeting, to resolve on an increase of the Company's share capital through a new issue of ordinary shares of class A, class B, class D, warrants, and/or convertibles in the Company. The total number of shares covered by such new issues may correspond to a maximum of fifteen percent of the share capital in the Company, based on the share capital in the Company at the time when the Board of Directors first utilizes the authorization. The issues shall be made at a market subscription price, subject to a market issue discount where applicable, and payment shall, in addition to cash payment, be possible by contribution in kind or by set-off, or otherwise subject to conditions. The purpose of the authorization and the reasons for any deviation from the shareholders’ pre-emptive rights are to enable issues to be made to finance the acquisition of real estate or real estate companies, or parts of real estate or real estate companies, or to finance general business purposes.

Item 16 – Long-term incentive program for employees – LTIP 2026

The Board of Directors proposes that the Annual General Meeting resolve in accordance with the Board of Directors’ proposals in items 16(a) and 16(b) below to adopt a long-term incentive program for employees of the Company through the issue of a maximum of 1,600,000 warrants for transfer to the participants (”LTIP 2026”). The resolution to adopt LTIP 2026 in accordance with item 16(a) is conditional upon the Annual General Meeting resolving on the issue and transfer of warrants in accordance with items 16(b).

Item 16(a) – Resolution on long-term incentive program for employees – LTIP 2026

The incentive program comprises warrants that can be offered to all permanent employees of the Company, which is around 80 people. The purpose of LTIP 2026 is to enable remuneration linked to Intea’s long-term value growth for the Company’s employees, thereby aligning the interests of participants with those of shareholders. LTIP 2026 will be an important program for Intea to attract, motivate and retain employees.

By offering warrants based on share price performance, participants are rewarded for increased shareholder value. LTIP 2026 also rewards employees’ continued loyalty and, thereby, the long-term value growth of the Company.

The proposed incentive program is a three-year program. In total, the incentive program comprises a maximum of 80 people. The incentive program entails that employees, who have entered into an pre-emption agreement with the Company, are offered to acquire warrants at market value, calculated in accordance with the Black-Scholes valuation formulae.

Each warrant entitles the holder to subscribe for one ordinary share of class B in Intea. The warrants have an exercise price per share corresponding to 120 percent of the average volume weighted price of the Company's share during the period of five trading days falling immediately before the offer for subscription of the warrants, however as a minimum of the quota value of the share.

Each warrant entitles to subscription of one new ordinary share of class B in Intea during a period of 30 days from the day of publication of Intea’s interim report for the period January 1 – March 31, 2029, but no later than June 15, 2029.

The option premium, meaning the price per warrant upon transfer to the participants, shall be established by the Company, or by an independent valuation institute, as soon as possible after the exercise price has been established and shall correspond to the market value of the warrant calculated in accordance with the Black-Scholes valuation formulae. Intea will subsidize the participants’ acquisition of warrants in accordance with the following. The Company will pay an amount corresponding to 50 percent of the price per warrant, up to a maximum of SEK 50,000, in connection with the allotment of warrants to the participants. Payment will be made within two months of the purchase price being paid. Intea will cover customary social security contributions payable in respect of the subsidy. Any other costs by reason of the subsidy, such as pension premiums, shall be borne by the participant whereby such costs will be deducted from the subsidy paid to the participant.

The complete terms and conditions for the warrants have been resolved by the Board of Directors and are available to the shareholders in accordance with the below.

The Company has, in connection with the transfer of the warrants to the participants in the program, and with certain exceptions, reserved a pre-emption right regarding the warrants if the participant’s employment or engagement within the group is terminated or if the participant wishes to transfer its warrants prior to the exercise period.

Allocation of warrants

Not more than 80 employees with permanent employment within Intea shall, provided that they have entered into an agreement with Intea stipulating, among other things, a pre-emption right for the Company, be entitled to acquire warrants. Each employee is guaranteed a maximum of 20,000 warrants. No over-allotment will take place.

Effect on important key ratios, costs for the program and dilution

The cost for the incentive program is expected to have a marginal impact on Intea’s key ratios. The total cost for the incentive program, including the subsidy, is estimated not to exceed SEK 5.7 million during the term of the program. The total cost for the subsidy is calculated to amount to up to SEK 5.3 million including social security contributions for the entire term of the program. The option premium that the Company receives upon transfer of the warrants to the participants in the program corresponds, in all material respects, to the cost of the subsidy. LTIP 2026 is therefore not expected to have any significant net impact on the Company’s equity.

According to a preliminary valuation, the market value of the warrants corresponds to approximately SEK 8.39 per warrant (assuming a price of the Intea’s ordinary shares of class B of approximately SEK 71.85 per share, an exercise price of approximately SEK 98.70 per ordinary share of class B, a risk-free interest rate of approximately 2.25 percent and a volatility of 32.33 percent), calculated according to the Black-Scholes valuation formulae. In addition to what is stated above, the cost for the program has been calculated on the basis that the program comprises a maximum of 80 participants and that these participants acquire the maximum allowable allocation as stated above.

Based on the number of shares in Intea as of the date of the notice convening the Annual General Meeting, the maximum dilution as a result of the warrant program may amount to 0.55 percent of the number of shares and 0.46 percent of the number of votes in Intea, subject to any recalculation according to the warrant terms.

Preparation of the proposal

The incentive program has been prepared by Intea’s Board of Directors and its remuneration committee together with external advisors, and has been reviewed at meetings of the Board of Directors in the beginning of 2026.

Other incentive programs

Intea does not currently have any other incentive programmes in place.

Item 16(b) – Resolution on issue and transfer of warrants to participants at market price

The Board of Directors proposes that the Company issue a maximum of 1,600,000 warrants for new subscription of shares, entailing an increase in share capital, upon full utilisation, of a maximum of SEK 177,777.778103.

The right to subscribe for warrants is only granted to Intea Fastigheter AB (publ), with the right and obligation to dispose of the warrants as above, primarily with regard to transfer to participants in LTIP 2026. Each warrant entitles the holder to subscribe for one ordinary share of class B in Intea. The warrants shall be issued free of charge to Intea Fastigheter AB (publ). No over-allotment will take place. Subscription for the warrants shall take place on a subscription list until May 15, 2026. The Board of Directors has the right to extend the subscription period. In other respects, the terms and conditions set out in the Board of Directors' complete proposal apply.

It is proposed that the Board of Directors, or the person appointed by the Board of Directors, be authorised to make minor adjustments to the above decision that may prove necessary in connection with the registration of the decision with the Swedish Companies Registration Office.

Other information

Special majority requirements

For a valid resolution under item 16(b) above, the proposal must be supported by at least nine-tenths (9/10) of both the votes cast and the shares represented at the Annual General Meeting. For a valid resolution under item 15 above, the proposal must be supported by at least two-thirds (2/3) of both the votes cast and the shares represented at the Annual General Meeting.

Shareholders’ right to obtain information

In accordance with Chapter 7, Section 32 of the Swedish Companies Act, the Board of Directors and the CEO shall, if any shareholder so requests and the Board of Directors considers that it can be done without significant harm to the Company, provide information at the Annual General Meeting regarding conditions that may affect the assessment of a matter on the agenda, conditions that may affect the assessment of the Company’s or a subsidiary’s financial situation, and the Company’s relationship to another group Company.

Number of shares and votes

At the time of this notice, the total number of shares in the Company amounts to 289,306,226, of which 6,390,000 are ordinary shares of class A, corresponding to 6,390,000 votes, 207,843,936 are ordinary shares of class B, corresponding to 20,784,393.6 votes, and 75,072,290 are ordinary shares of class D, corresponding to 7,507,229 votes, whereby the total number of votes amounts to 34,681,622.6. As of the date of this notice, the Company does not hold any of its own shares.

Documents

Accounting documents with the related audit report, the Board of Director’s remuneration report, and other documents in accordance with the Companies Act, including the Board of Director’s complete proposal for a warrant programme and warrant terms and conditions, will be available no later than three weeks prior to the Annual General Meeting at the Company’s offices at Lästmakargatan 20, SE-111 44 Stockholm, Sweden, and sent to shareholders who request them and provide their postal or e-mail address. The documents will also be available on the Company’s website, www.intea.se, and presented at the Annual General Meeting. Furthermore, the Nomination Committee’s proposals and reasoned opinion will be available at the Company’s offices at the address mentioned above and on the Company's website no later than four weeks prior to the Annual General Meeting. Copies of the documents will be sent to shareholders who so request and provide their postal address.

Processing of personal data

For information on how your personal data is processed, please refer to the Integrity Policy available on the Euroclear website; www.euroclear.com/dam/ESw/Legal/Privacy-notice-bolagsstammor-engelska.pdf.

If you have any questions about our processing of your personal data, please contact us by email dataskydd@intea.se. The Board of Directors is based in the municipality of Stockholm.

Stockholm in March 2026
Intea Fastigheter AB (publ)
The Board of Directors

For further information, please contact:


Charlotta Wallman Hörlin, CEO, +46 (0) 733-24 50 25
Magnus Ekström, CFO, +46 (0) 705-49 86 02

About Intea


Intea invests in and manages social infrastructure for its own long-term management. As of December 31, 2025, the property portfolio's value amounted to SEK 28.0 billion, with a leasable area of 694,000 sqm. The property portfolio consists of properties and projects with public tenants, such as justice, higher education, and healthcare. Read more at www.intea.se.

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Notice of Annual General Meeting in Intea Fastigheter AB (publ)

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