The shareholders of
ENTITLEMENT TO PARTICIPATE
Shareholders who wish to participate in the Meeting must (i) be recorded in the register of shareholders maintained by
In order to be entitled to participate in the meeting, shareholders whose shares are registered in the name of a nominee must, in addition to announcing their intention to participate in the meeting, request that their shares be registered in their own name so that the shareholder is recorded in the register of shareholders as of
There are 218,054,720 shares and votes in
ADVANCE VOTING
The shareholders may exercise their voting rights at the Meeting by voting in advance, so called postal voting in accordance with section 22 of the Act (2022:121) on temporary exceptions to facilitate the execution of shareholders’ meetings in companies and other associations. A special form shall be used for advance voting. The form is available on the Company’s website www.activebiotech.com. The advance voting form is considered as the notification of attendance to the Meeting. The completed voting form must be submitted to the Company no later than
PROPOSED AGENDA
- Election of Chairman of the Meeting
- Election of one or two persons to verify the minutes
- Preparation and approval of the voting list
- Approval of the agenda for the Meeting
- Determination of whether the Meeting has been duly convened
- Presentation of the Annual Report and the Auditors’ Report, and the Consolidated Accounts and the Auditors’ Report for the Group
- Resolution concerning the adoption of the Income Statement and the Balance Sheet, and the Consolidated Income Statement and the Consolidated Balance Sheet
- Resolution concerning the disposition of the Company’s results pursuant to the adopted Balance Sheet
- Resolution on discharge from liability of the members of the Board of Directors and the CEO
- Determination of the number of members and alternate members of the Board of Directors and the number of auditors and alternate auditors
- Determination of fees payable to the Board of Directors and auditor
- Election of the Board of Directors, Chairman of the Board and auditor
a) re-election of
b) re-election of
c) re-election of
d) re-election of
e) re-election of Aleksandar Danilovski
f) re-election of
g) re-election of
h) re-election of
- Presentation of the Board of Directors’ remuneration report for approval
- Resolution concerning Election Committee
- The Board of Director’s proposal regarding share issue authorization
PROPOSED RESOLUTIONS
Persons to approve the minutes (item 2)
Voting list (item 3)
The voting list proposed for approval under item 3 on the agenda is the voting list prepared by the Company, based on the shareholders’ register and advance votes received, and verified by the persons elected to verify the minutes.
Disposition of the Company’s results (item 8)
The Board of Directors proposes that no dividend is paid and that the Company’s accumulated loss shall be carried forward.
Board of Directors, etc. (items 1 and 10 – 12)
The Election Committee, comprising
Chairman of the Meeting: attorney-at-law Erik Sjöman or, if he has an impediment to attend, the person instead appointed by the Board of Directors.
Number of members and alternate members of the Board of Directors: six ordinary members with no alternates.
Fees payable to the Board of Directors: unchanged
Board of Directors: re-election of
Chairman of the Board: re-election of
Number of auditors and alternate auditors: one auditor with no alternates.
Fees payable to the auditor: in accordance with approved invoices within the scope of the tender.
Auditors: re-election of
For further information on the board members proposed for re-election, reference is made to the Company’s website, www.activebiotech.com.
Election Committee (item 14)
The Election Committee proposes that the Meeting assigns the Chairman of the Board the task of convening an Election Committee, based on the ownership structure at the end of
Share issue authorization (item 15)
The Board proposes that the Annual General Meeting resolves to grant authorization to the Board, for a period that does not extend past the date of the next Annual General Meeting, on one or several occasions, with or without pre-emptive rights for the shareholders, to resolve on the issue of new shares and/or convertibles entitling to conversion to shares. It shall also be possible to make such an issue resolution stipulating in-kind payment, the right to offset debt or other conditions. The number of shares issued, or which may arise through the conversion of convertibles issued with the support of the authorization, may correspond to not more than 30 percent of the total number of shares in the Company after utilization of the authorization. The purpose of the authorization is to enable the financing, commercialization and development of the Company’s projects and to provide flexibility in commercial negotiations relating to partnerships.
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QUESTIONS AND SHAREHOLDERS’ RIGHT TO REQUIRE INFORMATION
If any shareholder should so request and the Board assesses that this can be done without significant damage to the Company, the Board of Directors and the CEO of the Company shall provide information about conditions that could affect the assessment of items on the agenda, the Company’s and subsidiaries’ financial position as well as the Company’s relationship to other group companies. A request for such information shall be made by e-mail to susanne.jonsson@activebiotech.com or by regular post to
DOCUMENTATION, ETC.
The Annual Report, the Board of Directors’ remuneration report and other supporting resolution documentation will be presented by being held available at the Company’s premises at Scheelevägen 22 in
For information about the processing of your personal data, please refer to www.euroclear.com/dam/ESw/Legal/Privacy-notice-bolagsstammor-engelska.pdf. Active Biotech’s corporate registration number is 556223-9227 and its registered office is in
The Board of Directors of
Attachment
- 220420_Notice Annual General Meeting
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