At the Annual General Meeting of
Adoption of the income statement and balance sheet
The Annual General Meeting resolved to approve the income statement and balance sheet as well as the consolidated income statement and consolidated balance sheet for 2022.
Appropriation of the Company’s result according to the adopted balance sheet
The Annual General Meeting resolved that no dividend is paid and that available profits are carried forward.
Resolution on discharge from liability
The Annual General Meeting resolved to grant all members of the Board of Directors and the Chief Executive Officer discharge from liability for the management of the Company's affairs during 2022.
Election of Board of Directors and auditor
The Annual General Meeting resolved that the Board of Directors shall consist of five members. The Annual General Meeting resolved to re-elect
The Annual General Meeting resolved to appoint one registered accounting firm as auditor, without deputy auditors. The Annual General Meeting resolved to elect the registered auditing company
Fees to the members of the Board of Directors and auditor
The Annual General Meeting resolved that fees to the Board of Directors shall be paid as follows (fees for 2022 within brackets):
SEK 300,000 (300,000) to the Chairman of the Board andSEK 150,000 (150,000) to each of the other members elected by the Annual General Meeting. Fees shall not, however, be paid to members who are employees of the Company or dependent in relation to major shareholders, andSEK 150,000 (125,000) to the Chairman of the Audit Committee andSEK 60,000 (60,000) to each of the other members of the Audit Committee andSEK 20,000 (20,000) to the Chairman of the Remuneration Committee andSEK 15,000 (15,000) to each of the other members of the Remuneration Committee.
The Annual General Meeting resolved that the auditor’s fees be paid as per approved invoice.
Authorization for the Board of Directors to resolve upon issues of shares, warrants and/or convertible instruments
The Annual General Meeting resolved to authorize the Board of Directors to, on one or several occasions until the next Annual General Meeting, with or without preferential rights for the shareholders, resolve upon issues of shares, warrants and/or convertible instruments. The total number of shares that may be issued under the authorization (including any new shares following exercise or conversion of warrants or convertible instruments issued under the authorization) may correspond to an increase of the share capital by no more than ten percent at the time the authorization is used for the first time. Resolutions by support of the authorization may include provisions on non-cash, set-off or cash payment.
The purpose of the authorization and the reasons for any deviation from the shareholders’ preferential rights is that issues should be able to take place in order to increase the Company’s financial flexibility and the Board of Director’s room for maneuver. To the extent than an issue by support of the authorization takes place with deviation from the shareholders’ preferential rights, the issue shall take place on market terms.
Resolution on principles for appointment of a Nomination Committee
The Annual General Meeting resolved to adopt the proposed principles for the appointment of a Nomination Committee.
Resolution on adoption of a warrant-based incentive program for a maximum of two new key persons
The Annual General Meeting resolved to adopt a warrant-based incentive program for a maximum of two new key persons in the Company by way of (A) a resolution on an issue of no more than 40,000 warrants of series 2023/2026 to the Company, and (B) a resolution on approval of transfer of warrants of series 2023/2026 from the Company to a maximum of two new key persons in the Company. The warrants are issued free of charge to the Company and shall be transferred to the new key persons on market terms at a price established in accordance with a calculated market value for the warrants by application of Black & Scholes valuation model. Each (1) warrant entitles to subscription of one (1) share in the Company during the period commencing on
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