Karolinska Development's Annual General Meeting 2017
(Thomson Reuters ONE) -
STOCKHOLM - May 24, 2017. At the Annual General Meeting of Karolinska
Development AB held May 24, 2017, the following resolutions were passed:
Profit and loss statement and the balance sheet: It was resolved to adopt the
profit and loss statement and the balance sheet and the consolidated profit and
loss statement and the consolidated balance sheet.
Appropriation of the company's result: It was resolved to approve the allocation
of the result, proposed by the board and the CEO, in total SEK -12 406 768 be
allocated as follows: To be carried forward SEK -12 406 768.
Discharge from liability of the directors and the CEO: It was resolved to grant
the directors and the CEO discharge from liability for the financial year 2016.
Resolution regarding the number of directors and auditors and deputy auditors to
be appointed: It was resolved that the number of directors shall be seven
without deputies and that the number of auditors shall be one. No deputy auditor
shall be appointed.
Resolution in respect of the fees for the board of directors and for the
auditor: It was resolved that the chairman will be paid a fixed amount of SEK
400,000, that all other directors will be paid a fixed amount of SEK 200,000,
that the auditor will be paid as per invoice.
Election of chairman of the board of directors, directors and auditors and
deputy auditors: It was resolved to re-elect the directors Tse Ping, Niclas
Adler, Vlad Artamonov and Hans Wigzell; to elect Hans-Olov Olsson, Anders
Härfstrand and Magnus Persson; to elect Niclas Adler as Chairman of the Board of
Directors. It was resolved to elect Ernst & Young AB as auditor, currently with
Björn Ohlsson as auditor in charge, for the time until the end of the 2018
Annual General Meeting.
Principles for appointing members of the nomination committee: It was resolved,
that the Nomination Committee shall have five members of which the five largest
owners (voting power, as set forth in the share register kept by Euroclear
Sweden AB as of 31 August 2017) shall appoint one member each. The chairman of
the Board of Directors shall convene the first meeting. If a shareholder does
not exercise its right to appoint a member, the shareholder next in order of
voting power, who has not already appointed a member or has a right to appoint a
member, shall have the right to appoint a member to the Nominating Committee.
The members of the Nomination Committee shall be made public as soon as the
members have been appointed, and in no case later than six months prior to
Annual General Meeting 2018. The members shall among themselves appoint the
chairman of the committee. If a member resigns or is prevented from pursuing
his/her assignment, the shareholder that has appointed such member shall appoint
a new member. In the event that the shareholding in the Company is materially
changed, before the Nomination Committee has completed its assignment, the
Nomination Committee may decide to change the composition of the Nomination
Committee, as determined by the Nomination Committee (considering the principles
applicable for the appointment of the Nomination Committee). Any change in the
composition of the Nomination Committee shall be announced as soon as possible.
No fees shall be paid to the members of the Nomination Committee. Out of pocket
expenses shall be reimbursed by the Company. The mandate of the committee shall
be until the members of the succeeding committee have been announced. The
Nomination Committee shall carry out the tasks that, according to the Swedish
Corporate Governance Code, are the responsibility of the Nomination Committee.
The board of directors' proposal regarding principles for remuneration to
executive management: it was resolved to approve the proposal by the board of
directors regarding principles for remuneration to executive management.
The Board of Directors' proposal regarding authorization for the Board of
Directors to resolve on transfer of own shares:
It was resolved to authorize the board of directors to decide, on one or several
occasions and until the next Annual General Meeting, to transfer earlier
acquired shares of series B amounting to 244,285 to cover charges in the form of
social security fees in PSP 2014 and PSP 2015. Transfer of the Company's shares
may be carried out with or without deviation from the shareholders' preferential
rights. Transfers shall be made on Nasdaq Stockholm. Transfers can only be made
at a price within the price interval registered at each time for the share.
The board of directors' proposal regarding authorisation for the board of
directors to resolve on new issues of shares: It was resolved to authorize the
board of directors for the period up to the next Annual General Meeting to
resolve, whether on one or several occasions, with or without deviation from the
shareholders' priority rights, and for payment in cash, by set-off or in kind,
to issue new shares of series B up to a number that, at the time of the first
resolution under this authorization, corresponds to ten (10) per cent of the
total share capital; provided however that any such issue must not result in the
Company's share capital exceeding the Company's maximum allowed share capital as
set out in the articles of association.
The Board of Directors' proposal regarding approval of issue of warrants to
employees in subsidiaries: It was resolved to approve, in accordance with
Chapter 16 of the Swedish Companies Act, a new issue of warrants by Umecrine
Cognition AB directed to Umectine Cognition personnel.
The Board of Directors' proposal for an incentive program for the company's
employees by way of a (A) directed issue of warrants and (B) approval of
transfer of warrants: It was resolved to approve the proposal by the board of
directors regarding a directed issue of warrants and transfer of warrants
The Board of Directors' proposal regarding resolution on (A) amendment of the
company's articles of association and (B) reduction of the share capital: It was
resolved to approve the proposal by the board of directors regarding amendment
of the company's articles of association and reduction of the share capital.
Complete information regarding each resolution of the Annual General Meeting can
be found on www.karolinskadevelopment.com.
For further information, please contact:
Jim Van heusden, CEO, Karolinska Development AB
Phone: +46 72 858 32 09 , e-mail: jim.van.heusden(at)karolinskadevelopment.com
Ulf Richenberg, General Counsel, Karolinska Development AB
Phone: +46 70 29 860 25, e-mail: ulf.richenberg(at)karolinskadevelopment.com
David Dible/Mark Swallow/Pip Batty, Citigate Dewe Rogerson
Phone: +44 20 7638 9571 ; e-mail: KDev(at)citigatedr.co.uk
TO THE EDITORS
About Karolinska Development AB
Karolinska Development AB (Nasdaq Stockholm: KDEV) is a Nordic life sciences
investment company. The company focuses on identifying breakthrough medical
innovations in the Nordic region that are developed by entrepreneurs and
leadership teams. The Company invests in the creation and growth of companies
that advance these assets into commercial products that are designed to make a
difference to patients' lives while providing an attractive return on investment
to shareholders.
Karolinska Development has access to world-class medical innovations at the
Karolinska Institutet and other leading universities and research institutes in
the Nordic region. The Company aims to build companies around scientists who are
leaders in their fields, supported by experienced management teams and advisers,
and co-funded by specialist international investors, to provide the greatest
chance of success.
Karolinska Development has established a portfolio of nine companies targeting
opportunities in innovative treatment for life-threatening or serious
debilitating diseases.
The Company is led by an entrepreneurial team of investment professionals with a
proven track record as company builders and with access to a strong global
network..
For more information, please visit www.karolinskadevelopment.com
The information was submitted for publication, through the agency of Jim Van
heusden, at 20.00 CET on May 24, 2017.
PR post AGM eng:
http://hugin.info/143071/R/2107311/800275.pdf
This announcement is distributed by Nasdaq Corporate Solutions on behalf of Nasdaq Corporate Solutions clients.
The issuer of this announcement warrants that they are solely responsible for the content, accuracy and originality of the information contained therein.
Source: Karolinska Development AB (publ) via GlobeNewswire
Unternehmensinformation / Kurzprofil:
Datum: 24.05.2017 - 20:00 Uhr
Sprache: Deutsch
News-ID 544497
Anzahl Zeichen: 9590
contact information:
Town:
Solna
Kategorie:
Business News
Diese Pressemitteilung wurde bisher 162 mal aufgerufen.
Die Pressemitteilung mit dem Titel:
"Karolinska Development's Annual General Meeting 2017"
steht unter der journalistisch-redaktionellen Verantwortung von
Karolinska Development AB (publ) (Nachricht senden)
Beachten Sie bitte die weiteren Informationen zum Haftungsauschluß (gemäß TMG - TeleMedianGesetz) und dem Datenschutz (gemäß der DSGVO).
