The annual general meeting in Prostatype Genomics AB (publ), corp. reg. no 556726-0285 (the “Company”) was held on June 2nd, 2022 by postal voting whereby the shareholders resolved on the following matters.
Annual report and results
The annual general meeting adopted the income statement and the balance sheet for the financial year 2021 and resolved, in accordance with the board of directors’ proposal, that the result according to the approved income statement should be transferred to a new account. No dividends are to be paid.
Discharge from liability
The general meeting granted the board of directors as well as the managing director discharge from liability for the management of the Company’s business for the financial year 2021.
Remuneration to the board of directors and the auditor
The annual general meeting resolved that the chairman shall receive remuneration with SEK 150,000 and that every other board member shall receive remuneration with SEK 75,000, unless the member in question is not prevented from receiving such remuneration due to the applicable guidelines of the member’s employer.
The annual general meeting resolved that the auditor shall receive remuneration according to approved invoice.
Election of board of directors and auditor
The annual general meeting resolved that the board of directors shall consist of five (5) directors without any deputy directors.
The general meeting resolved, for the time until the end of the next annual general meeting, to re-elect Anders Lundberg, Michael Häggman, Karlheinz Schmelig and Håkan Englund as members of the board of directors. Further, Mattias Prage was elected as new member of the board. Anders Lundberg was elected as the chairman of the board of directors.
It was resolved to re-elect Grant Thornton Sweden AB as auditor, with Joakim Söderin as chief auditor, for the time until the end of the next annual general meeting.
Nomination committee for the annual general meeting 2023
The annual general meeting resolved that the Company, in advance of the annual general meeting in 2023, shall establish a nomination committee. It was resolved that the members of the nomination committee shall be appointed by instruction from the chairman of the board of directors to the three largest shareholders in the Company on 30 September 2022 to appoint a representative each that, together with the chairman of the board of directors, shall constitute the nomination committee.
Resolution on option program to employees and key persons
The annual general meeting resolved to introduce an incentive program for certain employees and other key persons in the Company and its group companies through a directed issue of warrants to the Company (with approval of onward transfer to the participants in the program).
The option program comprises a total of 500,000 warrants. Subscription of shares with the support of the warrants shall take place in accordance with the terms of the warrants from and including 1 July 2025 to and including 31 December 2025. If all warrants are exercised for subscription of shares, the Company's registered share capital will increase by SEK 30,000 (taking into account the current quota value of 6 öre / share and provided that no recalculation takes place in accordance with the warrant terms). The dilution as a result of the proposed incentive program will, upon full utilization, amount to 3.2 percent of the shares and votes in the Company.
Authorization to the board of directors to resolve on new issues
The annual general meeting authorized the board of directors to, on one or several occasions for the time until the next annual general meeting, resolve on issues of shares, warrants and/or convertible instruments (or combinations thereof, so-called units). If the board exercises the authorization, this may also be done with a deviation from the shareholders' preferential rights and/or with provisions on non-cash or set-off. An issue in accordance with the authorization shall be made at fair market value.
All resolutions at the general meeting were made unanimously.
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