Press release, Borås, 19 May 2026
Ellos Holding AB (publ) (“Ellos” or the “Company”) held its annual general meeting today, on Tuesday 19 May 2026, in Borås, at which the following main resolutions were adopted.
Adoption of the financial statements
The annual general meeting adopted the parent company’s and the group’s income statements and balance sheets for the financial year 2025.
Disposition of the Company’s earnings
The annual general meeting resolved, in accordance with the board of directors’ proposal, that no dividend shall be paid for the financial year 2025 and that funds at the disposal of the annual general meeting, amounting to SEK -110,615,331, shall be carried forward.
Discharge from liability
The annual general meeting resolved to discharge the board of directors and the CEO from liability for the management of the Company’s business during the financial year 2025.
Board of directors, auditor and remuneration
The annual general meeting resolved, in accordance with the proposals of the major shareholders (Sissener, Storm Capital and Morten Eivindssøn Astrup jointly, and Pareto (through several companies), representing approximately 59 percent of the shares and votes in the Company, (the “Shareholders”)), that the board of directors shall consist of three board members elected by the general meeting. Morten Eivindssøn Astrup, Joakim Friedman and Mariette Kristensson were re-elected as members of the board of directors. Morten Eivindssøn Astrup was re-elected as chairman of the board of directors.
The annual general meeting further resolved, in accordance with the Shareholders’ proposal, that remuneration to the board of directors for the period until the end of the next annual general meeting shall amount to SEK 620,000 for the chairman of the board of directors and SEK 390,000 to the other board members elected by the general meeting. In addition, the chairman of the board of directors, who resides outside the Nordic region, shall receive expense compensation in a fixed amount for travel of SEK 25,000 per physical board meeting.
The registered auditing firm Ernst & Young Aktiebolag was re-elected, in accordance with the Shareholders’ proposal, as the Company’s auditor for the period until the end of the next annual general meeting. Ernst & Young Aktiebolag has informed that Andreas Mast will continue as the auditor in charge. The annual general meeting resolved that remuneration to the auditor shall be paid in accordance with the approved invoices.
Instruction to the nomination committee
The annual general meeting resolved, in accordance with the Shareholders’ proposal, to adopt an instruction for the nomination committee to apply until further notice.
Guidelines for remuneration to senior executives
The annual general meeting resolved, in accordance with the board of directors’ proposal, to adopt guidelines for remuneration to senior executives. The guidelines shall apply subject to the Company’s shares being admitted to trading on a regulated market or trading platform prior to the next annual general meeting.
Reduction of the share capital through redemption of ordinary shares and increase of the share capital through a bonus issue
The annual general meeting resolved, in accordance with the board of directors’ proposal, on reduction of the share capital by SEK 3,437,753 through redemption of 3,437,753 ordinary shares held by NT Refectio XV AS, and on a bonus issue of SEK 3,437,753 without the issue of new shares. The purpose of the bonus issue is to restore the Company’s restricted equity and share capital following the proposed reduction.
Amendment of the articles of association and reverse share split
The annual general meeting resolved, in accordance with the board of directors’ proposal, to amend the articles of association by adjusting the limits on the share capital and the number of shares, and by making certain minor and editorial amendments. Further, the annual general meeting resolved on a reverse share split of the Company’s shares, whereby 40 existing shares will be consolidated into one (1) new share (1:40 consolidation).
Shareholders do not need to take any action to participate in the reverse share split. The Company intends to provide a more detailed timetable for the reverse share split through a press release.
Authorisation for the board of directors to resolve on new issue of ordinary shares
The annual general meeting resolved, in accordance with the board of directors’ proposal, to authorise the board of directors, on one or more occasions until the next annual general meeting, with or without deviation from the shareholders’ pre-emption rights, to resolve on new issues of ordinary shares to the extent such issues can be made without amendment of the articles of association.
The purpose of the authorisation and the reasons for deviation from the shareholders’ pre-emption rights are, firstly, to enable an offer to be carried out in connection with a potential listing of the Company’s shares on a regulated market or trading platform, including in connection with the exercise of an overallotment option. The number of ordinary shares that may be issued pursuant to the authorisation in this part shall not be limited in any way other than by the limits on the share capital and number of shares set out in the articles of association from time to time.
The purpose of the authorisation and the reasons for deviation from the shareholders’ pre-emption rights are, secondly, to enable any acquisitions of companies, businesses or assets to be carried out and, in connection therewith, to use the Company’s ordinary share as means of payment. The number of shares that may be issued pursuant to the authorisation in this part shall in aggregate correspond to no more than ten (10) percent of the total number of outstanding shares in the Company at the time of the first occasion on which the authorisation is utilised for this purpose.
For further information:
Hans Ohlsson, CEO, Tel. +46 (0)33 16 08 05
About ELLOS GROUP
The Ellos Group, which includes the online stores Ellos, Jotex, Homeroom and payment brand Elpy, is a leading shopping destination for fashion and home furnishings in the Nordic region. Working closely with our millions of customers, we offer attractive and sustainable products for the woman in mid-life, her family and home. We continuously develop our business through innovation, creativity, and sustainability, and always focusing on the customer. The Ellos Group, headquartered in Borås, and with operations in all Nordic countries and selected European markets, has around 500 employees and sales of around SEK 3.5 billion.