Resolutions at the Annual General Meeting in Biotage AB on April 28, 2014
ET | Source:Biotage AB
At the Annual General Meeting held in Biotage AB (Reg. No. 556539-3138) on April
28, 2014, the following resolutions were passed, among others.
Appropriation of the company’s result
The General Meeting resolved a dividend of SEK 0.60 per share, which in
aggregate is a dividend in the amount of no higher than SEK 38,828,668.
Record date for dividend was resolved to be Friday, 2 May 2014.
Board of Directors. Auditors etc.
The General Meeting resolved that the board should be composed of six board
members (with no deputy board members).
The General Meeting resolved to re-elect Ove Mattsson, Thomas Eklund, Karolina
Lawitz, Nils Olof Björk and Anders Walldov and Peter Ehrenheim as Board members.
The General Meeting resolved to appoint Ove Mattsson Chairman of the Board.
The General Meeting resolved to re-elect the auditing firm Deloitte AB, with
Marcus Sörlander as auditor in charge, as the company’s auditor for the period
until the end of the General Meeting to be held 2015.
The General Meeting resolved that a fee of SEK 1,220,000 shall be paid to the
Board of Directors for the period up to and including the Annual General Meeting
2015 to be distributed as follows: the Chairman shall receive SEK 420,000 and
each of the other Board members elected by the General Meeting who are not
employed by the company shall receive SEK 160,000. In addition to that, a fee
shall be paid to the members of the Auditing Committee of an aggregate of not
more than SEK 100,000, whereof the Chairman shall receive SEK 50,000 and the two
other members SEK 25,000 each.
The General Meeting resolved that the Chairman of the Board of Directors shall
be appointed as member of the Nomination Committee and shall be instructed to
appoint, in consultation with the (by voting rights) the three major
shareholders of the company as per September 1, 2014, another three members. The
names of such members shall be published no later than six months before the
Annual General Meeting 2015. The Nomination Committee shall appoint one of the
members to be the Chairman of the Committee. The Chairman of the Board may not
be appointed Chairman of the Nomination Committee.
The Nomination Committee shall, before the Annual General Meeting 2015, prepare
proposals for the election of Chairman and other members of the Board of
Directors, the election of Chairman of the Annual General Meeting, the election
of auditors, the determination of fees and matters pertaining thereto.
Resolution on guidelines for compensation for the executive management
The General Meeting resolved to adopt guidelines for compensation for the
executive management in accordance with the proposal by the Board of Directors.
Resolutions on a reduction of the share capital through cancellation of treasury
shares and a bonus issue
The General Meeting resolved to reduce the company’s share capital of SEK
6,588,010.24 through cancellation of 5,146,883 shares, without reimbursement to
The General Meeting resolved to increase the company’s share capital through a
bonus issue which will increase the share capital with with SEK 7,118,589.17,
without the issue of new shares.
The General Meeting resolved to authorize the Board of Directors, or a person
appointed by the Board, to implement any minor adjustments to the Meeting’s
resolution that may be necessary in connection with registration with the
Swedish Companies Registration Office and Euroclear.
Authorization for the Board of Directors to issue shares and/or convertibles
The General Meeting resolved to authorize the Board to issue shares and/or
convertibles with or without deviation from the shareholders’ pre-emption
rights. The Board of Directors shall have the right to resolve that the shares
and/or the convertibles shall be paid in kind or otherwise be subject to
conditions referred to in Chapter 2 Section 5 second paragraph 1-3 and 5 of the
Swedish Companies Act or that the shares and/or the convertibles shall be
subscribed for with a right of set-off. The Board’s resolutions may result in an
increase of the number of shares in the company by not more than 6,470,000
shares in total.
Authorization for the board of directors to acquire and transfer own shares
The General Meeting resolved to authorize the board of directors to acquire and
transfer own shares on NASDAQ OMX Stockholm substantially in accordance with
1. The authorisation may be utilised on one or more occasions, however not
longer than until the 2015 annual general meeting.
2. The company may purchase at the most so many shares that the company’s
holding of own shares after the purchase amounts to a maximum of one-tenth of
all the shares in the company.
3. Acquisitions and transfers of shares may only take place at a price within
the price interval at any time recorded on the NASDAQ OMX Stockholm, and this
shall refer to the interval between the highest buying price and the lowest
Torben Jörgensen, President and CEO
Phone: +46 707-49 05 84, email@example.com
Uppsala, April 28, 2014
Biotage AB (publ)
The Board of Directors
Biotage discloses the information provided herein pursuant to the Swedish
Securities Markets Act and/or the Swedish Financial Instruments Trading Act. The
information was submitted for publication at 5:45pm on 28 April 2014.
Biotage offers efficient separation technologies for use within analytical all
the way up to industrial scale as well as highly qualitative solutions for
analytical chemistry in research and at commercial analytical laboratories.
Biotage’s products are used by e.g. governmental authorities, academic
institutions, pharma and food industries. The company is headquartered in
Uppsala and has offices in the US, UK, China and Japan. Biotage has approx. 290
employees and had sales of 445 MSEK in 2013. Biotage is listed on the NASDAQ OMX
Nordic Stockholm stock exchange. Website: www.biotage.com
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