The AGM voted in favor of adopting the income statements and balance sheets for the Group and the parent company for the financial year 2018, and decided that no dividend should be declared for the financial year 2018.

The AGM discharged the Board members and the CEO from liability, re-elected the Board members Dharminder Chahal, An van Es Johansson, Leonard Kruimer, Vincent Ossipow and Bernd Seizinger. Leonard Kruimer was elected Chairman of the Board.

The AGM resolved that the Board's fee shall amount to SEK 682,500 to the Chairman of the Board and SEK 305,500 to each of the other Board members, who are not employed by the company. In addition hereto, the AGM resolved on fees for committee work of SEK 57,500 to the Chairman of the Audit Committee, SEK 46,000 to each of the other members of the Audit Committee and SEK 57,500 to the Chairman of the newly established Scientific Committee and that no fee for work in the Remuneration Committee shall be paid. Fee for committee work shall not be paid to the Chairman of the Board.

Further, the AGM resolved in accordance with the Board's proposal on guidelines for remuneration of executive management.

The AGM resolved to approve the Board's proposal regarding the implementation of a long-term incentive program in the form of an option program comprising the management group. The option program comprise a maximum of 3,971,000 stock options and the participants may be allotted options free of charge based on performance and continued employment. Each option entitles the holder to subscribe for one new share in BioInvent during the period from the day of release of the company's year-end report for the financial year 2022 up to and including 15 December 2025. The subscription price per share shall correspond to the highest of (i) 140 per cent of the volume-weighted average price paid for the company's share on Nasdaq Stockholm during ten trading days as from and including 23 May 2019, or (ii) SEK 3.16, corresponding to 140 per cent the volume-weighted average price paid for the company's share on the Nasdaq Stockholm during ten trading days before 25 February 2019. To enable the company's delivery of shares pursuant to the option program and to secure costs connected therewith, primarily social security charges, the AGM resolved on a directed issue of maximum of 5,040,000 warrants (corresponding to approximately 1.4 per cent of the total number of shares and votes in the company) and approval of transfer of warrants.

In order to adjust the Articles of Association's limits on number of shares, so these limits better corresponds to the limits of the share capital, the AGM resolved in accordance with the Board's proposal on amendment of the Articles of Association's limits on number of shares. The number of shares changed from the current minimum of 150,000,000 to a maximum of 600,000,000 to a minimum of 187,500,000 and a maximum of 750,000,000.

Last, the AGM authorised the Board of Directors to resolve on the issue of new shares, on one or several occasions during the period up to the next annual general meeting. The number of shares to be issued by virtue of the authorisation shall not exceed 20 per cent of the registered share capital (as per the date of the resolution on the issue of new shares). The issue may take place with or without a deviation from the shareholders' preferential right and with or without provisions on contribution in kind or set-off or any other terms. The purpose of the authorisation is to increase the company's financial flexibility and enable acquisitions by payment of shares. If the Board resolves on an issue with deviation from the shareholders' preferential right the reason may be to add new capital and/or new company owners of strategic importance to the company and/or the acquisition of other companies or businesses. At a deviation from the shareholders' preferential right, the issue rate shall be determined in accordance with market conditions. Other terms may be resolved by the Board.

About BioInvent

BioInvent International AB (OMXS: BINV) is focused on the discovery and development of novel and first-in-class immuno-modulatory antibodies to treat cancer. The Company's lead program BI-1206, is currently in Phase l/ll for non-Hodgkin lymphoma and chronic lymphatic leukemia. BioInvent's pre-clinical portfolio is focused on targeting key immune suppressive cells and pathways of the tumor microenvironment, including regulatory T cells, tumor-associated myeloid cells and mechanisms of antibody drug-resistance. The Company has a strategic research collaboration with Pfizer Inc., and partnerships with Transgene, Bayer Pharma, Daiichi Sankyo, and Mitsubishi Tanabe Pharma. BioInvent generates near term revenues from its fully integrated manufacturing unit producing antibodies for third parties for research through to late-stage clinical trials. More information is available at www.bioinvent.com.

BioInvent International AB (publ)
 Co. Reg. No.: 556537-7263
Visiting address: Sölvegatan 41
Mailing address: 223 70 LUND
Phone: +46 (0)46 286 85 50
www.bioinvent.com

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BioInvent International AB published this content on 25 April 2019 and is solely responsible for the information contained herein. Distributed by Public, unedited and unaltered, on 25 April 2019 17:32:03 UTC