Netcompany Group A/S (NETC) Earnings Call Transcript & Summary

On behalf of the Board of Directors, and executive management, I'm very pleased to welcome you to this Annual General Meeting 2023 of Netcompany Group. And I would like to thank our shareholders for your attendance and not least support of the company. Today, the Board of Directors is represented by myself as a Chairman and executive management by our CEO, Andre Rogaczewski; and our CFO, Thomas Johansen. 2022 has been an exciting year. And despite all the challenges we have seen, we have managed to deliver results in line with the original guidance set out in January 2022, realizing revenue growth of 52.7% and an adjusted EBITDA margin of 20%. A significant part of the revenue growth was related to our acquisition of Netcompany-Intrasoft back in 2021, which accounted for 37.8% of the growth leaving organic revenue growth at 14.9% for the year. And we have been very pleased with the performance of the acquisition of Intrasoft. We're also excited to see the commitment of our new colleagues and the added business benefits the acquisition already offer our customers. Amongst others, the acquisition has contributed to the acceleration of our ongoing projects, and we have managed to recap business benefits much faster than originally planned. This has resulted in wins of significant number of large contracts both within EU and in Greece, including contracts under the EU resilience and recovery facility. Despite the challenging year, we are proud to have delivered within guided expectations throughout the year, and we redistributed DKK 100 million through share buyback. Nevertheless, the share price still decreased by 58.2%. At the end of 2022, Netcompany had close to 25,000 registered shareholders. Attorney at Thomas Holst Laursen has been appointed Chairman of this general meeting by the Board of Directors in accordance with the Section 714 of the company's title of Association. I will now pass the word to Thomas to ensure that all rules and regulations are complied with in connection with the holding of this general meeting. Welcome, Thomas.

Thank you for the appointment. My role here today will be to make sure that we manage the meeting in accordance with the formalities and have a good dialogue with shareholders. So first, in accordance with the Articles of Association, the meeting will be held in English, but we will assist with any translation if there are questions or comments that is submitted in the chat function. I have made sure that the notice to convene the general meeting has been made public in accordance with the formalities and relevant deadlines on 8th February 2023. And on the same day, a notice was sent to all shareholders registered in the register of shareholders who had requested such notice. Finally, a notification was transmitted through the depository bank, Danske Bank, in accordance with the shareholders' rights directive. I have established that the notice is in compliance with the company's articles and the Danish Statutory Provisions and therefore, all relevant documents -- and that all relevant documents have been made available via the company's website. We have approximately 60% of the voting share capital representing at today's general meeting. And unless there are any comments or questions, the legality of the General Meeting is confirmed, and we have a quorum to proceed with business. As it was also stated in the notice, this general meeting is audio and visually recorded and made available through a webcast to the company's shareholders via the company's website. If you need information about the company's handling of personal data, please visit the company's website where you can find the company's privacy policy for shareholders. If you wish to participate, you need to be participating through the shareholder webcast found on the Netcompany General Meeting site as stated in the notice, where you will be selecting shareholder webcast and then lock in with the details that you had received when your admission was requested. Voting will occur through the use of the General Meeting solution as stated in the notice. Please note that all shareholders who have submitted postal votes or proxies prior to the general meeting will be unable to cast votes during the general meeting. Such votes and proxies will be automatically counted and including in each voting result. The voting mechanism that you will be applying is as follows: The voting will commence, I will initiate it, and the available choices will appear automatically. When voting motions are put forward, a bar with a link to the voting type will automatically appear on your screen. To vote, simply select your voting direction from the options shown on the screen. Your vote has been cast when the checkmark appears and to change your vote, click change my vote. Each voting motion is open for 60 seconds, after which it is final. You go to the next slide, please. If you participate through the shareholder webcast, you can use the question function by clicking on the Q&A chat box function to either ask a question or provide a comment during the meeting. For good measure, please note that your name will be recorded and show both on the webcast as well as in the general meeting minutes. Should the press have any comments or questions, they are kindly referred to Netcompany's press contact information as found on the Netcompany website. Next slide, please. The agenda of this year's Annual General Meeting is in accordance with Section 713 of the articles as follows, and you should see there on the screen with Items 1 through 10 that is listed there. What we will do is we will process Items 1, 2 and 3 together. And with that, and having received no comments or questions, I will pass the word to CEO, Andre Rogaczewski; and CFO, Thomas Johansen, to give the report on the company's activities in 2022. Comments and questions we will handle after the full report from management. Please?

Thank you, Thomas, and thank you, Chairman. And what a busy year 2022 has been where we've been working and always in accordance with our higher purpose, which is sustainable, prosperous societies driven by digitalization. And never before has that been more important, especially when looking at the overall political wins swiping Europe. When I dive into 2022, I look at 5 -- can I have the next slide, please. 5 highlights. In 2022, we enhanced our go-to-market vertical strategy to be fully in accordance with what we do for the year of 2023. And I will dwell more into that later on. We also accomplished new strategic wins in the EU across our geographies, but also very importantly, together with Intrasoft. And the Intrasoft Netcompany collaboration has certainly matured during 2022, especially when it comes down to selling together and addressing market together. We also succeeded in attracting talent across the group despite that talent and IT talent is in very high demand across Europe and across our markets. And finally, we also enhanced our footprint in the terms of the customers asking for more services in our markets. And now I'll go more into the enhanced go-to-market strategy. Can I have the next slide, please. We are addressing 8 different industries, 4 in the public sector and 4 in the private sector. And I think it's important to mention that tax and customers being a strategic focus area is very important for a Netcompany. Together with Intrasoft, we are addressing several tax and customers' offices across our geographical span. And public safety is also one of my important verticals working for police forces and defense. In the health care sector, we are experiencing a large demand for digitalization that goes for hospitals, but also when it comes down to monitoring patients and having demographic and analysis work done for the health sector in general. Digital Government has always been and is a strong holder of Netcompany where we do self-service solutions, but also do very heavy and critical administration for public administration. And going into private sector, transportation and logistics, has been and is a very important industry vertical for our company, optimizing transport, optimizing all kinds of flows in those companies. Telco is an area where we have several important customers, especially with the Intrasoft acquisition. And in the finance industry, we are working closely with insurance companies and also with banks and pension funds. And finally, but not least, taking into consideration that we're all going through a green transition, energy and utility has become an important focus area where Netcompany is helping companies optimizing the entire flow of producing energy, transporting energy and consuming energy. And these are the 8 industries where we're putting an extra focus with our new GTM strategy. And can I have the next slide, please? So Netcompany at a glance right now, DKK 5.5 billion in revenue and a 20% average revenue growth for the last 10 years, reaching a total employee number of above 7,400. Next slide, please. So Netcompany in numbers, is quite a substantial company now. And adding to those numbers, our EBITDA is now over DKK 1 billion and the adjusted EBITDA margin is 20%. Having a 90.9% normalized cash conversion. Next slide, please. Netcompany ambition is clear, has become even more clear over the years is to become a market leader with IT services in Europe. And during this decade, we will position us as a leader in that field. We will do it by utilizing our platforms, our pragmatic approach, our methodologies and our unique talent in delivering IT systems at time, budget and at the acquired quality. We will export and implement that business model. Next slide, please. Now nothing happens without strategic wins and customers joining. And I'm happy to say that one of our most strategic wins in 2022 was the European Digital Identity Wallet, a very important infrastructural component and project across European countries where Europe will develop a European Digital Identity Wallet for all citizens, containing important documents and certificates and even accommodating communication between citizens, governments, between governments and governments and private institutions. Can I have the next slide, please? And adding to those strategic wins, it's important to say the Netcompany has won tremendous amounts of great deals in the public sector, especially also in the U.K. where strategic customers like the NHS and the revenue and customers office has become important customers. In Denmark, we are also an important player both in the public and private sector. Customs, again, a very good example of how we work closely with Intrasoft. And in the other countries in Norway, we are working with Møller Mobility Group as shown in the video, just starting this call. Can we have the next slide, please? The same goes for the Netherlands and also across European work together with Intrasoft. So we've had some real important strategic wins during 2022. Next slide, please. Looking into the employee development. As I said before, more than 7,000 employees. Churn rates are normalized during 2022 and the number of client-facing employees is around 6.6 percentage points. Netcompany is a company with a young workforce, talented workforce with a lot of IT skills. Our average age is about mid-30s. So we are ready to employ even further and also to enlarge our business across the European territories. And with that, I'll give the word to our CFO, Thomas Johansen. Thomas, please go ahead.

Thank you, Andre. In 2022, we had the full impact, as our Chairman already mentioned, of the acquisition of Intrasoft, which we made last year in '21. That was one of the main reasons for a revenue increase of 52.7% to DKK 5.5 billion in 2022. Organic revenue growth was 14.9%. Gross profit increased by close to 33% to DKK 1.8 billion in the past year, driven by strong performance in Netcompany core and the full inclusion of Netcompany-Intrasoft. Adjusted EBITDA was close to DKK 1 billion, an increase of more than 22% compared to previous year. Amortizations increased with more than 100% compared to last year and was DKK 134 million. This was mainly driven by amortization of the purchase price related to the acquisition of Intrasoft back in 2021. Financial costs also increased by more than 100% also as a result of the acquisition of Intrasoft, which was 100% debt financed. Net profit after tax was DKK 602 million, an increase of 5% compared to 2021. In constant currencies, we grew revenue by 52.5%, which means that the impact from currencies on our reported numbers was positive by 0.2 percentage points. A high level of activity, in particular, in Netcompany U.K. and Netcompany-Intrasoft attributed to the total growth and these 2 entities had an even larger impact on organic revenue growth that ended at 14.5% in constant currencies for 2022. In Denmark, the revenue grew 11.1%, driven by the private segment that grew 13%. In the public segment, revenue grew 9.7% and the slightly lower revenue growth in the public segment was a result of a lower tendering activity from the Danish government in 2022, which happens from time to time as large tenders are often cyclical and difficult to predict from a timing perspective. In addition, a generally higher than normal level of absence impacted utilization negatively in Denmark in 2022, which had a negative impact on our revenue growth also. In Norway, revenue grew close to 9%, which was below our expectations. The main reason for the lower growth in Norway was project adjustment related to 3 specific projects and a somewhat low utilization, mainly driven by a higher-than-normal level of absence as also observed in the Danish business in 2022. In the U.K., we grew revenue with close to 32% in the past year, a really strong performance by our U.K. team following a period of significant focus of aligning our organization and customer focus in the U.K. over the last couple of years. With high level of activity and a customer base that counts some of the largest public entities such as the HMRC, the NHS, the Ministry of Defense, we stand on a solid platform for continued growth in the U.K. going forward. In the Netherlands, we grew revenue by more than 25%, however, from a low base. We are pleased about the progression of top line in the Dutch market, a market that is almost 3x the size of the Danish market. And at the same time, the Dutch government is seeking to implement many of the solutions in the public sector that we in Netcompany have implemented with the Danish Government over the past decade. Finally, we grew revenue in Netcompany-Intrasoft, with 12.4% on a comparable basis in 2022. The organic revenue growth in Netcompany-Intrasoft, and that means the month of November and December was 24.5%, driven by a strong close to the year and income recognition of licenses sold to customers. Our continued focus on winning joint projects with Netcompany core and Netcompany-Intrasoft is progressing well and the release of funds under the so-called, "resilience and recovery facility" from the European Union is beginning to bring projects to the market in Greece. Next slide, please. Thank you. Gross profit margin for the group was 5 percentage points lower in '22 than realized in '21. The main reason for the lower gross margin for the group is as expected, the inclusion of Netcompany-Intrasoft, for full year. Gross profit margin in Netcompany-Intrasoft was above 20%, which was an improvement over the level of 2021. In Denmark, gross profit margin was slightly lower at 42.8% compared to 43.5% in 2021, mainly as a result of the lower utilization caused by the higher level of absence and this was something that was also observed in the whole of the Danish society in 2022. Margin in Norway was lower as a result of the project adjustments made midyear and the onboarding of more than 70 new employees in the middle of the year. In the Netherlands, margins increased as a result of better project pricing and higher utilization. Finally, in the U.K., gross profit margin was also improved and was 29.3%, driven by improved utilization and better project pricing. Total adjusted EBITDA margin fell in line with gross profit margin by 4.6 percentage points compared to 2021. Before headquarter cost allocations, adjusted EBITDA margin was 20.7% and after headquarter cost allocation margin was 20%. As was the case for gross profit margin, the main explanation for the lower group margin this year is the full inclusion of Netcompany-Intrasoft. Lower-than-expected margins in Norway and the Netherlands was offset by strong performance in the U.K., where margin was improved with more than 5 percentage points to 18%. Overall, performance for the group was satisfactory and fully in line with the expectations set at the beginning of the year. Free cash flow for the year was strong and improved with close to DKK 200 million to DKK 602.7 million at the end of the year. The strong development in free cash flow was a result of improved working capital management with significant reduction in work in progress and accounts receivables seem together as a percentage of total revenues compared to last year. Specifically, for accounts receivables, days sales outstanding was reduced from 103 in 2021 to 73 in 2022. At the end of the year, leverage was 1.6x compared to 2.6x at the end of 2021. Looking into 2023, we start the year with almost DKK 4.2 billion of revenue committed. This is around 68% of the midpoint guided revenue for 2023, and that level is in line with levels seen in previous years. The contractually committed revenue related to Netcompany-Intrasoft, is mostly derived from the multiyear contracts that have been signed with the European Union. Our revenue visibility is a key element for us when we set the expectations for the coming year, which I will discuss now. For 2023, we expect that part of Europe will be in recession at some point in time. This could potentially have a negative impact on the willingness of both governments and private institutions to continue spending on large IT digitalization projects, which may lead to what we refer to as "stop and go." This stop and go could potentially have a negative impact on our revenue growth, which is the main reason for our expectation setting of between 8% and 12% organic revenue growth next year. Despite the cautious outlook for top line growth, we will continue to invest in our company to ensure that we can execute on our longer-term strategy of becoming a European leader in the IT services space by the end of this decade, as Andre has just alluded to. This means investments into an enhanced go-to-market approach, investment into a new and modern headquarter, both in Copenhagen and Athens and continued and substantial investment into our organization in broader terms. Altogether, these investments in conjunction with fewer working days in 2023, will have an estimated dilutive impact on our margins compared to 2022 of around 3.5 percentage points. We, therefore, expect our margin measured as EBITDA to be between 15% and 18% in 2023. During 2022, the Danish Business Authority conducted a compliance of the annual report of Netcompany Group for 2021, as part of their normal check for compliance of the larger companies in Denmark. The Danish Business Authority found that Netcompany had treated the performance-based element of an earn-out agreement made with the founders of QDelft, which is the company in the Netherlands, that Netcompany acquired in 2019 in a way, which was not compliant with IFRS 3, and hence, a restatement of the annual reports would be required. Netcompany does not agree with the assessment made by the Danish Business Authority and have been in detailed dialogue over this matter. A final ruling has been rendered by the Danish Business Authority stating that the Danish Business Authority still is of the opinion that the chosen treatment from Netcompany of the earn-out agreement was not in line with IFRS 3 and the Netcompany does still not agree to that assessment. However, as the matter has been fully disclosed in the annual report of 2022, and that the impact in 2022 overall would be immaterial if changed. The Danish Business Authority has also ruled that no further action is required by the company. Hence, Netcompany will not be required to restate any of its previous annual reports, and the matter is formally closed with no actions required by the company as to potential restatements of previously approved annual reports. And with that, I will hand back the word to our Chairman, Bo Rygaard.

Thank you so much, Thomas. And I will start with elaborating on our strong focus on corporate governance and sustainability. Sustainability and corporate governance is very important for Netcompany. And we, as a modern company takes great responsibility in our role in the societies in which we are present. We comply with all 40 recommendations on the corporate governance in all material respects. As part of our reporting, we include how we comply even when we are fully complying with the recommendations to provide the most transparency to our external stakeholders. We call this, comply and explain principle. The Board will continue to evaluate our corporate governance in the light of the corporate governance recommendations and use them as guidelines for the continued management of the company. Netcompany is always engaging in constructive stakeholder dialogue as this is a key principle to us. And now some few words about our Board evaluation. The annual evaluation of the Board was conducted in Q4 2022. The evaluation was an internal evaluation as the previous evaluation was conducted with external consultants. The conclusion of the evaluation was that the Board works well and there's no current need for any additional committees. The evaluation highlighted that the Board was effective and structured with open discussions, had high-quality material that the Board was diverse in all aspects and that the meetings were well prepared with enough time to discuss each item on the agenda. So in conclusion, it is an effective board with the right competencies and the cooperation between the Board and the executive management is very good. And now another topic, which is very, very important to us, and that is diversity. And it continues to be so an important factor for us because it's not only on the board level but throughout the company as a whole. Diversity is often simplified to only refer to gender diversity, but at Netcompany, we celebrate and encourage a broad definition of diversity as ensured by our diversity and inclusion policy. Gender-wise, however, we have to take into consideration that IT companies traditionally have lack of gender diversity, and it's therefore important to be especially aware of this. At Netcompany, with remote diversity not only at our management level but also in the industry, where we encourage everyone to study IT and choose IT as their future career. In 2022, we met all our diversity targets. Our number of women in the management level this year was 17%, achieving the goal set in 2022. For 2023, our goal is to stay at a minimum at the 17% women, and hopefully, we can come above. At Board level, we set the target of 2 women in the Board in 2019. The goal was met in 2020, kept in '21 and in '22, we had an equal distribution of genders to which we are proud of. Various diversity initiatives held in 2022 helped us increase the overall diversity level in Netcompany. And now ESG key points. Our ESG strategy is centered around strategic areas, setting the overall direction for our company's sustainability efforts. We believe that our biggest strength is to set a high standard and enable societies in creating a sustainable and fast digital transition, leaving no one behind. Our 2022 ESG report embodies a strong focus on social efforts while never losing sight of opportunities to strengthen the environmental and governance efforts. We are driven by our commitment to promote accountability, transparency and ethical conduct through our business activities and environments. Shown on the presentation, is Netcompany's ESG targets for 2022 and previous years. In addition, we reached our diversity goal with 17% women and an equal distribution of genders on the Board of Directors, as previously mentioned. Our key figures can be seen in detail in our ESG report for 2022. With these words, I will hand over to the Chairman of the meeting, Thomas.

Thank you very much. The company's Board and management are, of course, pleased to take comments and questions from shareholders in relation to Items 1, 2 and 3 and the presentations provided. And there are -- we'll just give it a second. There are no questions or comments that have been received. So based on that, I will proceed to the next slide. Item 1 is not up for vote, and we will therefore commence the voting on Items 2 and 3. You should note that both items will be handled together and that you have to vote for both of the items. It's possible to vote for both at the same time or you can elect to vote on them individually. If there are no further comments, and there are not, the voting will commence. Please. [Voting]

Thank you, and we're getting the results of the votes. Consequently, looking at the results of the vote, it is established that the report on the company's activities has been acknowledged by the general meeting. The presented audited annual report for '22 is approved by the general meeting and the proposal as set out on the distribution of the previous year's profit is approved by the general meeting. With that, I came to next slide. Thank you, and we will proceed to agenda Item #4 regarding presentation of an advisory vote on the remuneration report for 2022. Please.

Thank you, Thomas. Netcompany's remuneration report 2022 have been audited by the company's auditor, EY, and is in line with both Danish and International Corporate Governance Guidelines. The remuneration package is approved by the general meeting in 2022. The remuneration is in line with the material points in our remuneration policy. And let me highlight some key points of the policy: fixed remuneration, market-based salary level and a clear link to creation and maximization of shareholder value. The remuneration elements for the Board of Directors consists of fixed fees for their work on the Board and in the committees. The remuneration to executive management is a mix of fixed salary, benefits and both short- and long-term incentives, which consist of both cash and shares. In 2022, the total remuneration for the executive management decreased. This was due to the fact that not all financial targets for the '22 step were met which resulted in that no step bonus for the members of the executive management were paid in 2022. In addition, some of the previously granted shares under the LTIP lapsed. The remuneration of the Board of Directors and executive management has been described in detail in the remuneration report for 2022. With these words, I will again hand over to you, Thomas.

Thank you very much. We'll see if there are any questions or comments from shareholders. We have received none. Therefore, the Board proposes the remuneration report for 2022 be approved in the advisory vote -- voting by the general meeting. And with that, please commence voting. [Voting]

Thank you and voting is hereby concluded. We will bring up the result of the voting and as will appear on the screen. It is established that the remuneration report for 2022 has been approved in the advisory voting. If you please change the slide. We will proceed to agenda Item #5 regarding approval of the Board of Directors' remuneration for the current financial year that will be presented by Chairman, Bo Rygaard.

Thank you, Thomas. The Board of Directors proposes that the general meeting approves the remuneration for the Board of Directors for the financial year 2023. The remuneration is kept at the same level as in 2022, and the Board of Directors, therefore, proposes the following remuneration. Members of the Board of Directors shall receive a base fee of DKK 450,000. The Chairman of the Board of Directors shall receive 3x base fee for the extended duties and the Vice Chairman of the Board of Directors shall receive 2x base fee for the extended duties. Additionally, the Board of Directors proposes that the members of the Board of Directors received the following compensation for their work in 2023 in the Audit Committee, Remuneration Committee and Nomination Committee. We start with the Audit Committee, where the members shall receive an annual committee member fee of DKK 112,500. The Chairman of the Audit Committee shall receive an annual committee member fee of DKK 270,000. Members, including the Chairman of the Remuneration Committee shall receive an annual committee member fee of DKK 112,500. And last but not least, members, including Chairman of the Nomination Committee shall receive an annual committee member fee of DKK 112,500. And on top of this, I have some few additional notes, which I will share with you about the proposed remuneration. The Chairman and the Vice Chairman of the Board of Directors will not receive any committee member fee for their participation in the Remuneration Committee and Nomination Committee. The members of the Board of Directors may retain an additional fee for operational task carried out on an ad hoc basis outside the scope of the ordinary duties of the Board of Directors. The Board of Directors shall approve such tasks and determine such additional fees. Also, the Board of Directors may receive reimbursement of expenses such as travel and accommodation in connection with the Board meetings as well as training. The members of the Board of Directors may be reimbursed for their traveling time with up to DKK 1,000 per day -- sorry, [ EUR 1,000 ] per day. The total fees will be disclosed in the annual report and approved at the Annual General Meeting in 2024. The remuneration of the members of the Board of Directors does not include any incentive-based remuneration. We are, of course, pleased to take any questions from the shareholders in relation to our proposal.

Checking to confirm if there are any questions or comments, has been received none by shareholders. And therefore, if you change the slide, please. The Board of Directors proposes to describe remuneration level to the Board of Directors for 2023 to be approved by the general meeting. And with that, I will initiate voting for the proposal. [Voting]

Thank you. With that, voting is concluded. And I can confirm that it is established that the remuneration to the Board of Directors, as outlined in a notice is approved by the general meeting. I will proceed. Next slide, please, to pass on the word to Chairman, Bo Rygaard to present the Board of Directors' proposal in relation to the election of Board members under the Item 6 of the agenda.

According to the company's Articles of Association, the members of the Board of Directors are elected for a 1-year term. The members are for reelection this year are Juha Christensen, Asa Riisberg, Susan Cooklin, and myself, Bo Rygaard. But in addition, I'm very pleased to announce that we have a new member up for election to the Board of Directors, its Bart Walterus. Bart has an extensive international knowledge and experience in digital transformation, organization reforms, business planning and valuation, foundation of companies, finance and risk management for EMA Public Sector, EU Institutions, NATO and other. In connection with the Annual General Meeting, Scanes Bentley and Hege Skryseth will step down as Board members. Bart will now join the general meeting remotely and give a brief presentation of himself. Welcome, Bart.

Thank you, Bo, and thanks for giving me the opportunity to candidate for the Board of Netcompany and to present myself. So the last part of my executive career, I have worked internationally at KPMG EMA as the Head of Government and Public Sector covering Europe, Middle East, India and South Africa. I coordinated the mobilization in this region for the growth strategy, the go-to-market and delivery of all KPMG services in public sector, such as consulting, IT services, audit, legal and tax services. Thanks to a stronger network sharing of people and know-how, the KPMG EMA public sector revenues grew from [ EUR 800 million to EUR 885 million ] in 2019 to more than EUR 1 billion at the end of '21. I combine this mandate with the role of global lead partner for the account of European institutions of the EU, where I led the KPMG EU Brussels-based business development, sales and delivery PMO team. As a director, I spent on top of the multiyear budget of the EU via the EU Recovery Resilience Facility on digitization, reforms and ESG will be more than EUR 800 billion in the coming years. I focused the multinational sales and delivery teams in KPMG on these key core EU teams as well on the EU institutions who will further digitize themselves. This strategy contributed to the growth of the account with 60% by the end of '21 which was mainly achieved in digital transformations and reforms within the very large European framework contracts. The main trigger for success in this EU account was apart from showing the EU growth potential to share the expertise and setup of another business model with multinational teams involving local and international partners such as Microsoft, SAP and niche for local players. Before my international career in KPMG, I founded and have led the consulting in Belgium for nearly 2 decades, focusing on performance improvement, information technology, financial and risk management in private and public sector. During my career, I have been very active as well for the federal Flemish Government in stimulating economic development and was very active in the startup environment. I have co-founded companies in consulting, retail and Fintech. And for the latter, I had a fit and proper Board member certificate of the financial services regulator as this Fintech company had a banking license. Having advised many CFOs and Boards of stock-quoted companies on business planning, growth, performance improvement, digitization, finance and risk management -- and having worked an important part of my career in a Big 4 helps me in taking up board memberships. Nonexecutive experience, I have acquired as Chairman of the EMA Board in KPMG for public sector and as Chairman of the one for European institutions. I was a Board member of KPMG Belgium, KPMG advisor at [ Bizidee ] as well. Outside KPMG, I was a Board member and associate in public not-for-profit and private sector companies. So as a future Board member of Netcompany, I hope to use my vast experience in the European Institutions and public sector in digital transformation, reforms, financial and risk management to support the strategic management and proper organization of Netcompany's activities as well to help supervising Netcompany's financial performance, risk management and compliance with regulation. Thank you.

Thank you so much, Bart, for the presentation. And consequently, the Board of Directors proposes that the following members of the Board of Directors are reelected. Juha Christensen, Asa Riisberg, Susan Cooklin, and myself, Bo Rygaard. And in addition, Bart Walterus to be elected as a new member. A description of the nominated candidates was included in the notice convenient, the general meeting. We are, of course, pleased to take any questions from the shareholders in relation to our proposal.

To the next slide, please, Slide 45 where the Board of Directors proposal is set out as presented by the Chairman and I have received no comments or questions just checking, making sure with that, voting will commence. Thank you. [Voting]

Thank you very much. With that voting is concluded. And it is established that the Board of Directors' approval has been resolved. And with that, please turn to the next slide, Agenda item #7 regarding election of the company's auditor. If you move to the next slide, please. The Board of Directors recommends the reelection of EY Godkendt Revisionspartnerselskab in accordance with the Audit Committee's recommendation. And I am checking to see if there has been received any comments or questions, which is not the case. And with that, I will commence voting, please. [Voting]

Thank you. The voting has been concluded. And it is hereby established that EY Godkendt Revisionspartnerselskab is reelected as the company's auditor by the general meeting. If you please shift the slide to Agenda item #8 regarding authorization to acquire treasury shares. If you use the next slide, please. The Board of Directors proposes to prolong the authorization to acquire treasury shares such that it is continued until 2nd of March 2028, and it is on the same terms as the existing authorization, which is set out in the notice and as well as they're shown in the presentation of the general meeting. I'll be happy to take any questions or comments, which is not the case, looking at the screen. And as a result, please can we commence voting? [Voting]

Thank you. Voting has been concluded. And with the vote, it has been established that the authorization is prolonged until 2nd of March 2028, as outlined in the notice and approved by the General Meeting. With that, next slide, please. Proceeding to agenda Item #9 regarding any proposals submitted by the Board of Directors or by shareholders. First, is to inform you that in respect of Item #9a on the agenda, this was withdrawn by the Board of Directors based on dialogue with shareholders prior to the general meeting. If you switch the slide, please. So unless there are any comments here to that, I am proceeding to Agenda Item 9b, there are none. As Item 9b, the Board of Directors proposes that the general meeting approves the amended Articles of Association Section 5.2, the extent of the proposal is shown there on the screen as well as in the notice sent out beforehand, so I will not read it out loud. It is an extension of the already existing authorization. I welcome any questions or comments, which is not the case, looking at my screen. And therefore, I will commence voting. [Voting]

Thank you. Voting is concluded. And it has been established with the voting that the amended Articles of Association Section 5.2 is approved by the general meeting. With that, we'll change the slide, move on to Item 10 regarding any other business where I am looking to see, if any, has final comments or questions from shareholders. That is not the case. And therefore, we have gone through the exempted -- the agenda, and I will pass on the word to Chairman, Bo Rygaard to conclude the meeting.

Thank you so much, Thomas. I would like to thank the shareholders for a good meeting, and thank you so much for your participation and not least support of Netcompany Group. But at the same time, I will also thank management very much indeed for your great efforts together with all colleagues in the Netcompany Group. Thank you so much.