The following resolutions were passed at the Annual General Meeting (the “AGM”) of
Adoption of Income Statement and Balance Sheet for the Financial Year 2021 and Discharge from Liability
The AGM resolved to adopt the income statement and the consolidated income statement for the financial year 2021 as well as the balance sheet and the consolidated balance sheet as of
Allocation of Profits
The AGM resolved, in accordance with the Board of Directors’ proposal, that no dividend be paid for 2021 and that the profits available to the AGM shall be carried forward.
Election of Board Members, Auditors, Fees to the Board of Directors and Auditors
The AGM resolved, in accordance with the Nomination Committee’s proposal, that the number of members of the Board of Directors shall be six without deputies and that the number of auditors shall be one registered accounting firm.
In accordance with the Nomination Committee’s proposal,
The AGM further resolved to, in accordance with the Nomination Committee’s proposal, that fees to members of the Board shall be paid with
Approval of the Board’s remuneration report
The AGM resolved, in accordance with the Board of Directors’ proposal, to approve the Remuneration Report for the financial year 2021 that has been prepared by the Board of Directors.
Adoption of a long-term incentive programme
The AGM resolved, in accordance with the Board of Directors’ proposal, to adopt a long-term incentive programme (LTIP 2022) directed at senior executives and key individuals in the XVIVO Perfusion group. The rationale behind the incentive programme is, among other things, to contribute to higher motivation and commitment among the employees and to retain employees. In order to enable the incentive programme, the AGM also resolved on an issue of not more than 130,000 warrants directed at participants.
Authorisation for the Board of Directors to resolve on new share issues
The AGM resolved, in accordance with the Board of Directors’ proposal, to authorise the Board of Directors to, at one or several occasions for the period until end of the next AGM, resolve on new share issues equal to no more than 10 per cent of the, at the time of the issue resolution, registered share capital of the Company.
Authorisation for the Board of Directors to resolve on acquisition of own shares
The AGM further resolved, in accordance with the Board of Directors’ proposal, to authorise the Board of Directors, for the period until the end of the next AGM, on one or several occasions, to resolve to acquire the Company’s own shares. Shares may be acquired to the extent that the Company’s holding of its own shares does not exceed ten per cent of the Company’s total outstanding shares.
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