Trifork Group AG (TRIFOR) Earnings Call Transcript & Summary

Pursuant to Article 13 of the Articles of Association of the company, I take the chair of the meeting. Andrea Sieber is appointed secretary and scrutineer of the meeting. First, I'd like to make some opening remarks. The Board of Directors has decided to hold the Annual General Meeting 2022, again, without the personal attendance of the shareholders in accordance with the ordinance 3 on measures to combat the coronavirus. The shareholders' rights have been fully protected. In compliance with the provisions of the COVID-19 Ordinance 3, shareholders could exercise their voting and election rights through proxy to the independent property either by sending their proxy and instructions by mail or electronically via the e-voting platform of Computershare to the independent proxy. Today's Annual General Meeting is being streamed live on the Internet through the e-voting platform of Computershare for all shareholders who have registered to attend. And the presenters of today will be myself, Jorn Larsen and Kristian Wulf-Andersen. You would have seen the agenda on the screen. At the very beginning, I would like to say thank you to Jorn and Kristian. It's been an extraordinary year. We have performed a successful IPO, and that has only been possible through the vision, the dedication and the very hard labor of the 2 of you and all your good people. So thank you for that. I would like to welcome the members of the Board of Directors: Olivier Jaquet, Maria Hjorth and Casey Rosenthal; the members of the executive management, Jorn and Kristian; and the candidates, Christoffer Holten and Anne Templeman-Jones, all present in person. Furthermore, I also welcome Mr. André Weber, attorney-at-law, our independent proxy; as well as Tobias Meyer, as representative of Ernst & Young AG, our auditors. As per the convocation of the meeting, I note that the invitation to, including the agenda of today's annual general meeting, was sent by postal mailing to the shareholders addresses entered in the shareholders' register, published on the company's website as well as published in the Swiss Official Gazette of Commerce on the 28th of March 2022 in accordance with the Articles of Association of the Company and statutory laws. The Board of Directors decided to hold the Annual General Meeting without the personal attendance of shareholders in accordance with the COVID-19 Ordinance 3. The shareholders could exercise their voting and elections rights through proxy to the independent proxy, either by sending the proxy and instructions by mail or electronically via the investor portal shareholder platform of Computershare to the independent proxy. The annual report 2021, including the remuneration report for 2021, the consolidated financial statements for 2021, the annual financial statements 2021 and the respective reports of the auditors have been made available for inspection on the company's website as well as at the registered seat of the company. The shareholders have the opportunity to inspect the minutes of last year's annual general meeting at the company's registered seat as well as on the company's website. The shareholders had the opportunity, to the extent permissible under applicable law, to submit motions on agenda items or questions by e-mail to the company. Within the set deadline, no motions or questions were submitted to the company. No objections have been raised against the agenda. Accordingly, I note that our shareholders' meeting has been convened in accordance with the Articles of Association and is duly constituted. The agenda has been approved, and the annual general meeting can, therefore, pass resolutions on all items on the agenda. Before we start the voting on agenda item #1. I would now like to give the floor to our CEO, Jorn Larsen, who will first present the most important business developments of the reporting year and give an outlook on the business year 2022. Then our CFO, Kristian Wulf-Andersen, will explain the course of business and the figures for 2021. Please.

Thank you, Julie. So welcome to this general assembly meeting. We actually just had our 26th anniversary, so Trifork is still a young company with a mission to improve the world with software. And hopefully, with the IPO we did last year, we have created a platform for Trifork to last another 1,000 years or more. First, I would like to bring the attention to the structure of the group because you have to understand the structure before you can understand all our numbers and what we achieved in '21. So the Trifork group consists of 2 segments. We report in 2 segments, the Trifork segment and the Trifork Labs segment. And in Trifork is where we do our -- all our professional services is where we sell licenses and all the deliveries and products that we sell. It consists of 58 consolidated business units across 12 countries. Our Trifork Labs, which is where we do our R&D and where we invite venture capital and other investors in to invest in our start-up companies. There, we have 25 active lab investments, and they are all minority investments. Whereas in the Trifork segment, we have the majority under control. So the main events for '21. So as already mentioned by Julie and myself, we had a very successful IPO just about a year ago, where we invited more than 7,000 new shareholders into the Trifork owner and cap table. We had a number of events where we invested in companies, and we also did 2 M&As. So we bought the majority of 2 companies, one in Switzerland, one in Denmark. We had some partnerships. And as we can see in the Trifork Lab bullet #3, we -- one highlight was that we divested Humio with success, but we also added another big company into the lab. Normally, lab companies start very small, but we actually have a big baby coming into our Trifork Labs segment, and it's called Dawn Health. It was deconsolidation from the Trifork segment with an approximate valuation of EUR 50 million, so one of the bigger investments we have. And then we made initial investments in a number of smaller start-ups, Kashet, Visikon, Develco, &Money, ComplyTeq, Promon, Dryp, Upcycling Forum and Feats. So very active on that side. Our sustainability initiatives, as mentioned in the beginning, our mission is really to improve the world with software, but we also support initiatives that goes beyond our own capabilities. So for instance, we have decided to support the Ocean Race, which put a highlight on the plastic in our environment, specifically in the oceans. We are supporting an organization called Elkhorn Marine Conservatory, where we -- were a few from the management who dived on coral reefs, and the coral reefs are suffering around the world. They are bleaching and dying, and we are supporting an organization that's actually trying to reverse this trend. Within our own capabilities, we are now building office buildings with timber and wood to encapsulate CO2 in the same buildings as we operate from, and we expect to move in to the first of these office buildings this year and next year into #2. And hopefully, the following year in #3. We have implemented a number of solutions at Trifork in '21. The Danish COVID Passport was one. We have done a number of engagements with Vestas that has been featured as case stories, and all our case stories can be read in our reports or on our website. One was called Warehouse Hero; and another one field solution for Banedanmark. We also took upon a fairly big task of operating all SOS International software systems, and we added a security operations center as well in '21. In Trifork operations, we added 2 operating centers, one built from ground. That actually took less than 12 months from breaking the ground until moving in with the first servers, and we have a reception and welcome party this coming Friday. So you're welcome in Aalborg north in Denmark if you wish. And we also opened an off-center in Switzerland in the mountains of Switzerland, where we can enjoy the cold air. And actually, the waste energy or the energy from cooling creates heat, and that heat is actually used to produce cheese in the neighboring building. So that was a bonus info. We are a preferred partner of IBM in the area of security products. As we can see on this page, where we can see the revenue development since 2007, we added in '21 a significant growth in revenue bringing actually, the CAGR 1% up from -- to 24%. And we have also added our guidance figures on '22 that are in between EUR 175 million to EUR 180 million in revenue. As you can see on this page, we have also elements of the acquisitions, and the orange part of the bars represents executive growth. As you will notice on the guidance, we don't add in new and potential acquisitions. They will come when they come. And here on the next page, you see some financial highlights. So a growth of 37.4% year-over-year revenue growth, resulting in EUR 158.5 million revenue. And Trifork segment adjusted EBITDA of 28.6% with a margin of 18.1%, a number we are quite happy with. We believe we can improve it in the future, but we are getting out there where we want to be on margins. We also had a very good result on EBIT, and we have a good net position. So we are debt-free with cash at the end of the year of EUR 17.1 million. We actually also monitor other things than just the euros and percentages in development of economical developments. So you see here, we have a little number called 28.2 million views on our GOTO Youtube channel, and that is quite important KPI for us because it is how we monitor our inspiration. So what we do is we take the best minds of the world in the tech from the tech industry, and we present their newest ideas. It could be people who write books or invent programming languages or platforms. And then we measure on our YouTube channel how popular these ideas are. And then in this way, we can trend when it's time for Trifork to present these ideas to our customers, and 28.2 million views is quite significant. You actually -- so it actually represents 360 years of constant viewing time from our audience. So I'm very grateful for all our subscribers. You see that we had -- on our left side, you see we have compared to 2020 this 37.4% growth, of which more than half was organic growth of 19.6%. Let's move on to the next. We talked about that we were quite active in our lab investments, which was, you can say, smaller decisions that can be executed quite fast, and that was feasible to do even in a year where we did the IPO. Normally M&A are longer processes, and we have to be quiet with these due to disclosure requirements towards our new investors. And on this page, you can see the ones with orange lines around them are where we have been actively investing or where these companies have raised money on -- from investors, and the one with dotted lines are new companies into the Trifork Lab activities. And you see how we structured in our 6 business areas and in our go-to-market model that we call Inspire, Build, Run. So all of these companies, they produce software and ideas that we use in our daily business. That's the reason why we have them in our Trifork Labs. Yes. And then here, I just want to summarize something about ESG. It is so that from '23, we will have to report extensively on ESG. And for the past years, we have been practicing to build up to this '23 requirements. And so now we are collecting numbers such as how much -- how many kilowatt hours we use, how much CO2 we emit and gender distribution and a lot of other things and also the kind of lab companies we invest in. We have, in particular Dryp and Upcycling Forum that is actively fighting, you can say the climate challenges. The first Dryp does it by producing a smart sensor that can reduce the overflow when cities, they clean the water. Then if they don't know how fast the rain burst will affect them, then the risk being -- then the risk that they will have to send unclean water into our environment, which is, of course, very unfortunate. Upcycling Forum takes the challenge up for, you can say, being a platform where you can buy building materials and reuse them in the original form. So it's not recycling, it's upcycling, meaning you're using the material in its original form. We could see that even in '21 in the COVID year, we had still a fairly low sickness absence of 2.4%. You can see our churn rate of 15.6% being pretty much in line with our peers. And also our gender distribution with the result of hopefully this AGM, we will be on 50% gender distribution female/male at our Board, and I think this is what we want to go through today. Kristian?

Yes. Thank you. Then I will deep dive a little more into the financial performance. As Jorn already showed, initial Trifork group performance on revenue, you see here. I'll just add a few more comments to this. This is that when looking into the public/private sector, we have a distribution of just about 70% of the revenue from the private sector and 30% from public sector, and this is also how we believe it will be in 2022. The growth was especially supported by digital health and smart enterprise in Denmark and also cyber protection solutions in many markets and then the fintech solution, fintech business area in U.K. The inorganic part of the growth primarily came from the acquisition in September 2020 of Nine in Denmark. So the last portion came from Vilea, the Swiss acquisition; and StrongMinds in -- that's Danish acquisition. Remember, Jorn talked about the revenue or talked about the Trifork segment and Trifork Labs segment. It's important here to mention that all revenues showed here for the Trifork Group is only from the Trifork segment. So no revenue is included in these numbers from the Trifork Labs segment. Looking into performance on profits, then we have been guiding on Trifork segment adjusted EBITDA and EBIT on the Trifork Group. So here a few comments on this, the Trifork segment adjusted EBITDA is adjusted for the cost of the IPO of EUR 1.8 million, which was the external cost in the IPO process. And then also adjusted for the effect from the deconsolidation of the Dawn Health business unit, as Jorn mentioned before, the effect from that was EUR 22 million positive effect. So this has been taken out here when we show the Trifork segment adjusted EBITDA. The Trifork Group EBIT, which is then unadjusted, is then including the profit from that deconsolidation as well. And also, the Trifork Group, including the cost of running the Trifork Labs organization, this is about EUR 1.5 million, was in 2021, is also expected to be in 2022. Looking deeper into Trifork segment performance. Then as Jorn talked about, we divide our Trifork segment into 3 subsegments: Inspire, Build and Run, which is our go-to-market model. The Inspire-based revenue is revenue coming from conferences. It's coming from our YouTube channel, it's coming from inspiration of workshops that we have with our customers. And as you see here in 2020 and 2021, this was quite low level, primarily due to its not been possible still in 2021 to have any major physical conferences, where normally we would see the majority of revenue in the Inspire sector -- Inspire segment coming from. So in 2021, the division was -- and the drivers of revenue was primarily into the Build and the Run subsegment with 77.6% in Build. Out of that revenue, the EUR 123 million, 60% of that revenue was repeat revenue, meaning revenue with existing customers that we have had for more than 2 years and that we consider as strategic customers where we have repeat number of engagements with new product development with those companies. The Run-based revenue, the 20.6% is primarily recurring revenue. And as such, longer planning, longer contracts, et cetera. And for us, the most valuable revenue. Also, when looking to the right-hand side here on this picture, you see the margins of the different subsegments the adjusted EBITDA margins. There, you see a 22.8% margin on the Run-based revenue. Also here, you can add that the Run-based revenue was also the revenue growing the most organically. So organic growth here was over 23%. Okay. Let's move on. Then the Trifork Labs segment performance. What you see here on the left-hand side is the EBIT result for the last 5 years in the Trifork Labs segment. And you see, even that we have had a cost on EBITDA level, we still managed every year to have a profitable EBT because the valuation of and the results from the investments that we do in the Trifork Labs segments does not kick in until the financial items and then meaning here showing a positive result on EBT if value increases. What you see on the right-hand side here is how -- our investments are orange bar. Our investments capital that we put into the companies has been compared to the dark blue, accumulated realized -- unrealized gains and in light blue accumulated realized gains. So Jorn talked about exit of Humio. That exit was agreed in the end of 2020, meaning that the unrealized gain in end of 2020 was quite high because of the impact from that sales agreement of Humio. Then in March 2021, we realized that sale and we got the money, the cash in hand, and then it changed from unrealized to realized gains. So just for you to see how that sale had an impact on the financial figures. Then the -- our investments are 30.6%, and this large investment was primarily due to the deconsolidation of the Dawn Health business unit from the Trifork segment with this profit of EUR 22 million. So EUR 20 million of the EUR 30 million was this movement on the balance sheet to the Trifork Labs segment. So this is why you see that now here as part of the balance sheet. The other major investment there in 2021 was our investment in Promon of EUR 5 million. Going then to brief overview of cash flow and financial position. Then you see here the effect of -- also the sale and profits and the cash from operations leading up to the end of 2021 had a positive net cash position of EUR 17.1 million, equal to minus EUR 0.4 million leverage ratio in relation to net debt, where we're still comfortable of ratio of 1.5 positive ratio, meaning that we still have capacity to do new acquisitions and investments. Okay. Then these are the guidance, the updated guidance for 2022 as published in the annual report, where we guide on total revenue of EUR 175 million to EUR 180 million. This is including our expectations to organic growth. But since the effect from the Nine acquisition in the past and that the new acquisitions that we already have completed has been quite small, then there's less than 1% in growth included from those acquisitions in the guidance. If we complete new acquisitions, then we'll update the guidance according to that, also related to growth -- inorganic growth. So the growth we guide here is approximately 10% to 15% compared to 2021. The Trifork segment adjusted EBITDA, we guided EUR 29.5 million to EUR 32 million. And the Trifork Group EBIT, we guided EUR 15.5 million to EUR 18 million. Okay. This was the end of the financial presentation. And I don't know if you want to complete anything else here, Jorn, Otherwise, we'll continue.

Yes. I think we have said all of what is already here. Thank you so much for listening.

Thank you very much, Jorn and Kristian for your presentations and for your continued efforts to develop and grow the business. And back to the formal agenda. Thank you. Of the company's total share capital in the amount of CHF 1,974,489.90 or CHF 1,974,489.90 divided into 19,744,899 registered shares with a par value of CHF 0.10 each are represented today by independent proxy in terms of Article 689c CO, 12,826,202 registered shares with a par value of CHF 0.10 each. Therefore, in total, 12,826,202 votes are represented in this meeting. Today's general meeting has a quorum with regard to the intended agenda items. No objections have been raised against these statements. We'll start with the first voting agenda item, the approval of the annual report, the annual financial statements and the consolidated financial statements for the financial year 2021 as well as the acknowledgment of the respective reports of the auditors. I refer to the presentation just given by executive management, the annual report, the annual stand-alone financial statements and the consolidated financial statements for the financial year 2021 as well as the statutory auditors report for the financial year ending 31st of December 2021, which were made available for inspection on the company's website as well as at the company's registered seat. Tobias Meyer, as representative of our statutory auditors, Ernst & Young AG, Zurich, is also present at today's annual general meeting. And Tobias, would you like to comment on the audit reports.

No, there are no further comments to the reports.

Thanks, Tobias. We'll now put the motion of the Board of Directors to vote. The Board of Directors proposes that the annual report, the annual financial statements and the consolidated financial statements for the financial year 2021 is to be approved. I kindly ask Mr. André Weber to present the votes.

Thank you, Julie. The votes are cast as shown on the screen right now.

Thank you. I can state that the motion of the Board of Directors has been approved with a large majority as is evident on the screen. The detailed results shown on the screen will be kept as records of the company. We then come to the second agenda item, the use of the balance sheet profit. The stand-alone balance sheet as per 31st of December 2021 and the profit and loss account for the period from 1st of January '21 to 31st of December '21 show a profit of CHF 4,577,000, Together with the profit carried forward of CHF 35,338,000 and transactions with treasury shares minus the dividends paid in 2021, the available earnings as per 31st of December 2021 are CHF 64,070,000. We'll now put the motion of the Board of Directors to vote. The Board of Directors proposed to pay a dividend out of retained earnings of EUR 0.38 gross per share, resulting in a total dividend amount of CHF 7.8 million. The remaining balance of the retained earnings shall be carried forward to the new accounts. I kindly ask Mr. André Weber to present the votes.

Thank you. The votes are cast as shown on the screen right now.

And I can state that the motion of the Board of Directors has been approved with a large majority as is evident on the screen. The detailed results will be kept as records of the company. I'd like to note that the dividend distribution is declared in Swiss Francs and paid out in Danish Kroner. The Danish Kroner, Swiss franc exchange rate is fixed and determined today, as already mentioned in the invitation to the annual general meeting. The dividend will be due and payable on the dividend payment date, which is expected to be the 25th of April 2022. No dividend will be paid for treasury shares held by the company. We now come to the third agenda item, the discharge of the members of the Board of Directors and the executive management, and we'll directly put the motion of the Board of Directors to vote. The Board of Directors proposes to discharge all members of the Board of Directors and the executive management for the financial year 2021. For this vote, I refer to Article 695 of the Swiss Code of Obligation pursuant to which persons who have participated in any manner in the management of the company's business have no voting rights. I kindly ask Mr. André Weber to present the vote.

Thank you. The votes are cast as shown on the screen.

And I can say that the motion of the Board of Directors has been approved with the large majority as you can see on the screen. The detailed results shown on the screen will be kept as records of the company. We now come to the fourth agenda item, the elections. We'll start with agenda item 1, the election of the Chairperson and the members of the Board of Directors. Pursuant to the Articles of Association of the Company and mandatory Swiss law, the term of office of all members of the Board of Directors expires at the annual general meeting regarding the financial year 2021 with the exception of Lars Christian Lunde, who does not stand for reelection and whom I would like to take this opportunity to thank for his vast contributions to the company during the last year and the period before that. The Board of Directors proposes the reelection of all other current members of the Board of Directors for 1-year term of office until and including the next annual general meeting. In addition, the Board of Directors proposes the election of Christoffer Jonathan Carl Holten and Anne Templeman-Jones as new members of the Board of Directors for a 1-year term of office until and including the next AGM. We'll put the motions of the Board of Directors to vote. The vote will take place individually in accordance with mandatory Swiss laws. We start with the vote for my reelection as Chairperson and member of the Board of Directors. The Board of Directors proposes the reelection of Julie Birgitte Galbo as Chairperson and member of the Board of Directors for a 1-year term of office until and including the next Annual General Meeting. Please.

Thank you, Julie. The votes are cast as shown on the screen right now.

I can state that I have been reelected as Chairperson and member the Board of Directors with a large majority as you can see on the screen. The detailed results shown on the screen will be kept as records of the company. We continue with the vote for the reelection of Maria Helene Hjorth as a member of the Board of Directors. The Board of Directors proposes the reelection of Maria Helene Hjorth as member of the Board of Directors for a 1-year term of office until and including the next AGM. I kindly ask Mr. Weber to present the votes.

Thank you. The votes are cast as shown on the screen.

And I can say that Maria Helene Hjorth has been reelected as a member of the Board of Directors with a large majority as you can see on the screen. The detailed results shown on the screen will be kept as records of the company. We continue with the vote for the reelection of Olivier Frédéric Jaquet as member of the Board of Directors. The Board of Directors proposes the reelection of Olivier Frédéric Jaquet as member of the Board of Directors for 1 year term of office until and including the next annual general meeting. And I kindly ask Mr. André Weber to present the votes.

Thank you. The votes are cast as shown on the screen.

And I can state that Olivier Frédéric Jaquet has been reelected as a member of the Board of Directors with a large majority as you can see on the screen. The detailed results shown on the screen will be kept as records of the company. And we continue with the vote for the reelection of Casey Louis Rosenthal as a member of the Board of Directors. The Board of Directors proposes the reelection of Casey Louis Rosenthal as member of the Board of Directors for a 1-year term of office until and including the next annual general meeting. May I kindly ask Mr. André Weber to present the votes.

Thank you. The votes are cast as shown on the screen.

And I can state that Casey Louis Rosenthal has been reelected as a member of the Board of Directors with a large majority as you can see on the screen. The detailed results shown on the screen will be kept as records of the company. Congratulations to all my colleagues for their reelection. Now we continue with the vote for the election of Christoffer Jonathan Carl Holten as member of the Board of Directors. The Board of Directors proposes the election of Christoffer Jonathan Carl Holten as member of the Board of Directors for a 1-year term of office until and including the next annual general meeting. I kindly ask Mr. André Weber to present.

The votes are cast as shown on the screen.

I can state that Christoffer Jonathan Carl Holten has been elected as a member of the Board of Directors with a large majority as you can see on the screen. The detailed result shown on the screen will be kept as records of the company. We continue with the vote for the election of Ms. Anne Templeman-Jones as a member of the Board of Directors. The Board of Directors proposes the election of Anne Templeman-Jones as member of the Board of Directors for 1-year term of office until and including the next annual general meeting. I kindly ask Mr. André Weber to present the votes.

Thank you. The votes are cast as shown on the screen.

I can state that Anne Templeman-Jones has been elected as a member of the Board of Directors with a large majority as you can see on the screen. The detailed results shown on the screen will be kept as records of the company. Congratulations for my colleagues on the elections. Christoffer Jonathan Carl Holten and Anne Templeman-Jones have declared the acceptance of the election prior to the annual general meeting, and I'm very happy to welcome them to the Board. We continue with Agenda item 4.2, the election of the members of the Nomination and Remuneration Committee. Pursuant to Article 24 of the articles of association of the company and based on mandatory Swiss laws the members of Nomination and Remuneration Committee are each elected individually and annually by the general meeting. The Board of Directors proposes the reelection of myself, Olivier Frédéric Jaquet and Casey Louis Rosenthal for 1-year term of office until and including the next Annual General Meeting. We'll now put the motion of the Board of Directors to vote, the vote will take place individually. We start with the vote for my reelection as a member of the Nomination and Remuneration Committee. The Board of directors proposes the reelection of Julie Birgitte Galbo as a member of the Nomination and Remuneration Committee for a 1-year term of office until and including the next Annual General Meeting. I kindly ask Mr. André Weber to present the votes.

Thank you, Julie. The votes are shown on the screen right now.

Thank you. I can state that I have been reelected as a member of the Nomination and Remuneration Committee with a large majority as seen on the screen. And the detailed results shown on the screen from now on will be kept as records of the company, so I shall not repeat that they will be kept, just rest assured they will be kept. We continue with the vote for the reelection of Olivier Frédéric Jaquet as a member of the Nomination and Remuneration Committee. The Board of Directors proposes the reelection of Olivier Frédéric Jaquet as a member of the Nomination and Remuneration Committee for 1-year term of office until and including the next annual general meeting. Kindly, André, will you present?

Yes, please. Thank you. The votes are cast as shown on the screen right now.

I can state that Olivier Frédéric Jaquet has been reelected as a member of the Nomination and Remuneration Committee with a large majority as seen on the screen, which we will see. We continue with the vote for the reelection of Casey Louis Rosenthal as a member of the Nomination and Remuneration Committee. The Board of Directors proposes the reelection of Casey Louis Rosenthal as a member of the Nomination and Remuneration Committee for 1-year term of office until and including the next Annual General meeting. And I ask you to please disregard the name and focus on the picture, which is correct. Thank you, Jorn, for trying to correct it. But the spoken word counts, and we are voting on the reelection of Casey Louis Rosenthal. I kindly ask André to present.

Thank you. The votes are cast as shown on the screen.

And as you will see, it's clearly stated that Casey Louis Rosenthal has been reelected as a member of the Nomination and Remuneration Committee with a large majority. We will save those results carefully. Congratulations to my colleagues on their reelection. We'll now come to the agenda item 4.3, the reelection of the auditors. We will direct it with the motion of the Board of Directors to vote. The Board of Directors proposes the reelection of Ernst & Young AG, Zurich as auditors for a 1-year term of office. I kindly ask Mr. Weber to present the votes.

Thank you. The votes are cast as shown on the screen.

And I can state that Ernst & Young AG, Zurich has been reelected as auditors with a large majority as seen on the screen, which we will see. And we now come to agenda item 4.4, the reelection of the independent proxy. Pursuant to Article 12 of the Articles of Association of the Company and mandatory Swiss law, the general meeting annually elects an independent proxy. We'll now put the motion of the board to vote. The Board of Directors proposes the reelection of Mr. André Weber, lic. iur., attorney-at-law for a 1-year term of office until and including the next annual general meeting. I kindly ask Mr. André Weber to present the votes.

Thank you very much. The votes are cast as shown on the screen right now.

And I'm happy to say that Mr. André Weber has been reelected with a large majority as you can see, and we will keep the results. We now come to the last set of agenda items, the approval of remuneration for the members of the Board of Directors and the executive management. We'll start with the agenda item 5.1, the consultative vote on the remuneration report for the financial year 2021, and we will now put the motion of the Board of Directors to vote. The Board of Directors proposes that the remuneration report 2021 be approved in a consultative vote. I kindly ask Mr. André Weber to present the votes.

Thank you. The votes are cast as shown on the screen.

I can state that the motion of the Board of Directors has been approved with a large majority as you can see on the screen. We will save the results. We continue with agenda item 5.2, the approval of the maximum aggregate amount of remuneration for the members of the Board of Directors from the AGM 2022 to the AGM 2023. We'll now put the motion of the Board of Directors to vote. The Board of Directors proposes that the maximum aggregate amount of remuneration of EUR 600,000 for the members of the Board of Directors for the period from the AGM 2022 to the AGM 2023 is to be approved. I kindly ask André to present the votes.

Thank you. The votes are cast as shown on the screen.

And I can state that the motion of the Board of Directors has been approved with a large majority as evident on the screen, which we will see. We now come to agenda item 5.3, the approval of the maximum aggregate amount of fixed remuneration for the members of the executive management for the financial year 2023. We'll now put the motion of the Board of Directors to vote. The Board of Directors proposes that the maximum aggregate amount of the fixed remuneration of EUR 1.75 million for the members of the executive management for the financial year 2023 is to be approved. I kindly ask André to present the votes.

Thank you. The votes are cast as shown on the screen.

I can state that the motion of the Board of Directors has been approved with a large majority as you can see and which we will -- we now come to agenda item 5.4, the approval of the maximum aggregate amount of variable remuneration for the members of the executive management for the financial year 2023. We'll now put the motion of the Board of Directors to vote. The Board of Directors proposes that the maximum aggregate amount of the variable remuneration of EUR 3 million for the members of the executive management for the financial year 2023 is to be approved. I kindly ask Mr. André Weber to present the votes.

Thank you. The votes are cast as shown on the screen.

I can state that the motion of the Board of Directors has been approved with a large majority as evident on the screen, which we will keep, which brings us to Q&A. As outlined in the invitation to today's AGM, the shareholders were invited to submit questions to the Board of Directors and the executive management. Until today, this noon, we have received no questions and therefore, we will skip this item. This brings us to the end of this year's Annual General Meeting, and I hereby declare the Annual General Meeting of Trifork Holding AG officially closed. Today's resolutions will be made available for inspection at the company's registered seat and published on the company's website after completion of the minutes. Thank you.