Nyfosa AB’s Annual General Meeting was held today on
Adoption of balance sheets and income statements
The meeting resolved to adopt the balance sheet and the consolidated balance sheet as per
Disposition of the company's earnings
The meeting resolved, in accordance with the Board of Directors’ proposal, that no dividends will be paid for the financial year 2023 and that the balance of
The meeting further resolved, in accordance with the Board of Directors’ proposal, that all new preference shares that may be issued in accordance with a resolution by the Board of Directors by virtue of the underlying issue authorisation shall entitle the holder to dividends in accordance with Nyfosa’s articles of association, from the day that they have been registered in the share register administrated by
Discharge from liability
The 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 2023.
Remuneration report
The meeting resolved, in accordance with the Board of Directors’ proposal, to approve the report regarding remuneration to the CEO and the Board of Directors for the financial year 2023.
Board of Directors and auditors
The meeting resolved, in accordance with the nomination committee’s proposal (updated through press release on
The registered accounting firm
invoices.
The meeting resolved that, until the end of the next Annual General Meeting, a remuneration of
The resolutions were adopted in accordance with the nomination committee’s proposals.
Guidelines for remuneration to senior executives
In accordance with the Board of Director’s proposal, the meeting resolved to adopt guidelines for remuneration to senior executives to apply until further notice, although not longer than until the 2028 Annual General Meeting.
Directed issue of warrants and approval of transfer of warrants (LTIP 2024)
In accordance with the Board of Director’s proposal, the meeting resolved to implement a long-term incentive program for employees in the
The subscription price per share upon exercise of the warrants shall be the volume weighted average share price on the trading day
Subscription of shares in accordance with the terms and conditions for the warrants may be exercised during a two-week period from the day following the publication of the company’s interim report for the period of
Issue authorisations
The meeting authorised the Board of Directors to, on one or several occasions during the period up to the next Annual General Meeting, resolve to issue ordinary shares of Series A and Series D, convertible bonds and preference shares to the extent that such new issues can be carried out without amending the articles of association. An issue may be carried out with or without deviation from the shareholders' preferential rights. Based on the authorisation, the Board of Directors may resolve to issue the number of new shares or after the conversion of convertible bonds corresponding to a maximum of 10 percent of the total number of outstanding shares in the company at the time of the Annual General Meeting.
Resolution on authorisation for the board of directors to resolve upon repurchase of own ordinary shares of Class A
The meeting resolved in accordance with the Board of Directors’ proposal to authorise the Board of Directors to, on one or several occasions for the period until the end of the next Annual General Meeting, resolve to acquire a maximum number of own ordinary shares of Class A so that the company holds a maximum of 10 percent of all shares in the company at any time following the acquisition. Acquisitions shall be conducted on Nasdaq Stockholm and at a price that is within the price range for the share price prevailing at any time (the so-called spread), i.e. the range between the highest ask price and the lowest bid price.
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