Resolutions at the annual general meeting of Nuevolution AB (publ)
At the annual general meeting of Nuevolution AB (publ) on 22 May 2019, the following resolutions were resolved.
Approval of the annual report, appropriation of result and discharge from liability
The annual general meeting resolved to adopt the income statement and balance sheet for Nuevolution and the group for the financial year 1 January – 31 December 2018. Furthermore, it was resolved that the company’s results shall be carried forward and thus no dividend will be distributed. The annual general meeting also resolved to discharge the board members and the managing director from liability.
Number of board members and auditors, election of board members and auditors and fees to the board members and auditors
The annual general meeting resolved that the number of board members, as appointed by the annual general meeting, should be five with no deputies. Stig Løkke Pedersen, Søren Lemonius, Lars Henriksson, Professor Dr. Jutta Heim and Jeanette M. Wood were re-elected as members of the board. Stig Løkke Pedersen was re-elected as chairman of the board.
The annual general meeting resolved that the number of auditors shall be one with no deputies. Ernst & Young Aktiebolag was re-elected as the company’s auditor, with the request that authorized auditor Beata Lihammar will be auditor in charge, for the period up to the end of the next annual general meeting.
The annual general meeting resolved that the remuneration to the board of directors shall be paid in a total amount of SEK 1,365,000, to be allocated as follows. The chairman shall receive SEK 400,000, and other members, who are not employed by the company, shall receive SEK 200,000 each. The remuneration for work in the committees of the board of directors shall be distributed with SEK 50,000 to the chairman of the audit committee and SEK 25,000 to the other member, SEK 30,000 to the chairman of the remuneration committee and SEK 15,000 to the other member and SEK 30,000 to the chairman of the scientific committee and SEK 15,000 to the other member.
Furthermore, the annual general meeting resolved that remuneration to the scientific committee also shall be paid in a total amount of SEK 45,000 for work carried out up until the annual general meeting 2019, with SEK 30,000 to the chairman and SEK 15,000 to the other member. It was furthermore resolved that the chairman of the board, Stig Løkke Pedersen, shall be paid an additional amount of SEK 267,000 for extraordinary work carried out in relation to the financing of the company and the company’s list change from Nasdaq First North Premier to Nasdaq Stockholm’s main market during 2018.
Remuneration to the auditors shall be paid in accordance with approved invoices within the auditors’ quotation
Resolution regarding guidelines for the remuneration of the company’s executive management
The annual general meeting resolved, in accordance with the proposal from the board of directors, on guidelines for remuneration to the executive management. In short, the guidelines state that the remuneration of senior executives may consist of fixed remuneration, variable remuneration, share and share price-related incentive programs, pension and other benefits for the purpose of attracting, retaining and motivating the members of the executive management.
Resolution regarding authorization for the board of directors to resolve to issue new shares, warrants and convertibles
The annual general meeting resolved, in accordance with the board’s proposal, to authorize the board of directors, for the period up to the next annual general meeting, to adopt decisions, whether on one or several occasions and whether with or without pre-emption rights for the shareholders, to issue new shares and warrants and/or convertibles with a right to subscribe/convert to shares. Issuance of shares, warrants and/or convertibles may be possible to an amount, after any subscription/conversion, not exceeding 20 per cent of the total number of outstanding shares in the company before utilization of the authorization. Issues may be made with or without provisions concerning non-cash consideration, set-off or other provisions. The purpose of the authorization is to provide the board with flexibility in its work to secure that the company, in a suitable way, can be provided with capital for the financing of the business, to enable a broadening of the ownership of the company, increase the liquidity in, and trading volume of, the share and to be used in strategic partnerships.
For more information, please contact:
Alex Haahr Gouliaev, CEO
Phone: +45 7020 0987
Johnny Stilou, CFO
Phone: +45 8877 5973
Information about Nuevolution AB (publ)
Nuevolution AB (publ) is a leading small molecule drug discovery biotech company founded in 2001, and headquartered in Copenhagen, Denmark. Nuevolution partners its discovery platform and develops its programs alone and in collaboration with pharmaceutical and biotechnology companies to seek future benefit for patients in need of novel medical treatment options. Nuevolution’s internal programs are focused on therapeutically important diseases targets within severe inflammatory diseases and cancer.
This information was released for publication at 17.00 CET on 22 May 2019.
Nuevolution AB (publ) is listed at Nasdaq in Stockholm, Sweden (ticker: NUE). More information about Nuevolution can be found on: www.nuevolution.com.