Bulletin from the annual general meeting in Cyxone AB on 30 May 2023
The English text is an unofficial translation. In case of any discrepancies between the Swedish text and the English translation, the Swedish text shall prevail. Today, on 30 May 2023, the annual general meeting was held in Cyxone AB. A summary of the adopted resolutions follows below.
Resolution on adoption of accounts and allocation of the company’s result
The annual general meeting resolved to adopt the income statement and balance sheet as well as the consolidated income statement and consolidated balance sheet. The annual general meeting also resolved in accordance with the proposal from the board of directors to allocate the company's result, meaning that no dividends are paid and that available funds are carried forward.
Discharge from liability for the members of the board of directors and the CEO
The annual general meeting resolved to discharge the members of the board of directors and the CEO from liability for the financial year 2022.
Election and remuneration of the board of directors and auditors
The annual general meeting resolved, in accordance with the proposal from the Nomination Committee, to re-elect Bert Junno as board member and to elect Michael Oredsson, Andrew Scorey and Jürgen Reess as new board members. Michael Oredsson was elected as new Chairman of the board of directors. The current board members Mikael Lindstam and Carl-Magnus Högerkorp had declined re-election and the current Chairman of the board Bert Junno had declined re-election as Chairman of the board.
Furthermore, the annual general meeting resolved in accordance with the proposal from the Nomination Committee that board remuneration shall be paid with SEK 400,000 to the Chairman of the board of directors, and with SEK 200,000 to each of the other board members not employed by the company.
Finally, the annual general meeting resolved in accordance with the proposal from the Nomination Committee to re-elect the accounting firm KPMG AB as auditor, and that remuneration for the auditor shall be paid in accordance with approved invoice. KPMG AB has informed that the authorized public accountant Camilla Alm Andersson will continue to be the auditor in charge.
Principles for appointment of the Nomination Committee
The annual general meeting resolved, in accordance with the proposal from the Nomination Committee, to adopt principles for appointment of the Nomination Committee. The Nomination Committee shall consist of representatives of at least two and at most three of the largest shareholders in terms of voting rights as of 30 September 2023.
Resolution on authorization for the board of directors to issue new shares, warrants or convertibles with preferential rights for the shareholders or against payment in kind
The annual general meeting resolved in accordance with the proposal from the board of directors to authorize the board of directors to resolve, on one or several occasions before the next annual general meeting, to issue new shares, warrants or convertibles with preferential rights for the shareholders or conditional upon payment in-kind. As regards to the preferential issue, the payment may be in cash or through set-off. The total number of shares that may be issued, or, as regards issue of convertibles or warrants, issued by conversion or exercise, under the authorization shall not be limited in any other way than by the limits for the share capital and number of shares, as set forth from time to time in the registered articles of association.
Resolution on authorization for the board of directors to issue new shares, warrants or convertibles with deviation from the shareholders’ preferential rights and against payment in cash or through set-off
The annual general meeting resolved in accordance with the proposal from the board of directors to authorize the board of directors to resolve, on one or several occasions before the next annual general meeting, to issue new shares, warrants or convertibles with deviation from the shareholders’ preferential rights. Shares, warrants or convertibles may be issued for cash payment or payment through set-off. The total number of shares that may be issued, or, as regards issue of convertibles or warrants, issued by conversion or exercise, under the authorization shall not be limited in any other way than by the limits for the share capital and number of shares, as set forth from time to time in the registered articles of association. An issue adopted on the basis of the authorization, shall be made on market terms (meaning that an issue discount in line with prevailing market conditions may be granted).
Malmö on 30 May 2023
Cyxone AB (publ)
Contact
Carl-Magnus Högerkorp
CEO, Cyxone AB
Tel: +46 (0)70 781 88 12
Email: carl.hogerkorp@cyxone.com
The information was submitted for publication, through the agency of the contact person set out above, on 30 May 2023.
About Cyxone
Cyxone AB (publ) (Nasdaq First North Growth Market: CYXO) develops disease modifying therapies for diseases such as rheumatoid arthritis and multiple sclerosis. Rabeximod is a Phase 2 candidate drug being evaluated for the management of rheumatoid arthritis. T20K is a Phase 1 candidate drug for treatment of multiple sclerosis. Certified Adviser is FNCA Sweden AB. For more information, please visit www.cyxone.com