Annual General Meeting of AddLife AB 4 May 2023

Resolutions, including the following, were passed by the Annual General Meeting (“AGM”) and the ensuing statutory Board of Directors Meeting of AddLife AB (the “Company”) held on 4 May 2023.

Dividend
A dividend of SEK 1.20 per share, irrespectively of class of shares, was declared. Record date for the dividend was confirmed to be Monday, 8 May 2023. The dividend is expected to be remitted by Euroclear Sweden AB on Thursday, 11 May 2023.

Adoption of the Profit and Loss Statements and the Balance Sheets
The AGM resolved to adopt the Profit and Loss Statement and the Balance Sheet for the Company as well as the Consolidated Profit and Loss Statement and the Consolidated Balance Sheet for the Group.

Discharge from liability for the directors and the CEOs
The AGM granted discharge from liability to the Board of Directors and the CEOs for their management during 2022.

Board of Directors and Auditor
The AGM passed a resolution in accordance with the proposal of the Election Committee. The following directors were re-elected:
Johan Sjö
Håkan Roos
Stefan Hedelius
Eva Nilsagård
Birgit Stattin Norinder
Eva Elmstedt

The Annual General Meeting decided on a total fee of SEK 2,525,000 to the Board of Directors, of which the Chairman of the Board to receive SEK 725,000 and other directors to receive SEK 360,000 each.

The Annual General Meeting decided on a total fee of SEK 75,000 to the Chairman of the Company’s Audit Committee.

Johan Sjö was re-elected by the AGM as Chairman of the Board of Directors. The entire Board of Directors was elected to serve as the Company’s Audit Committee with Eva Nilsagård as its Chairman. The Chairman Johan Sjö and Håkan Roos were appointed to serve as the Company’s Remuneration Committee with the CEO submitting reports.

The AGM re-elected KPMG AB as auditors, with head auditor Helena Nilsson, until the end of the next Annual General Meeting.

Approval of remuneration report
The AGM resolved in accordance with the Board of Directors’ proposal to approve the remuneration report.

Issuance of call options on repurchased shares and transfer of repurchased shares to members of senior management
In accordance with the proposal of the Board of Directors, and with deviation from the preferential rights of existing shareholders, the AGM resolved to offer approximately 70 members of management personal within the AddLife Group to acquire call options on class B shares. Up to 250,000 call options giving its holders the right to acquire a corresponding number of shares may be issued. Options shall be acquired at market value. The redemption price will be 120 percent of the average market price of the share during period 5 May 2023 up to and including 19 May 2023. The Company has the right to repurchase the call options by the holder of the option if the holder does not use all acquired call options and notify this to the Company. Acquisition of options shall occur at a price which at the time was equivalent to no more than the market value.

The AGM also resolved to, upon an exercise of the call options, to issue up to 250,000 of the Company shares repurchased by the Company.

Repurchase and transfer of Company shares
In accordance with the proposal of the Board of Directors the AGM resolved to authorize the Board of Directors to buy and sell class B shares in the Company, on one or more occasions, such authorization to remain valid until the next following AGM. The purpose of repurchases is to enable the Board of Directors to adapt the Group’s capital structure and to make possible future acquisitions of companies and businesses with payment in the form of shares in the Company, and to cover the Company’s obligations under the incentive program resolved.

Purchases shall be made via Nasdaq Stockholm at the price interval prevailing measured as the interval between the highest buy price and the lowest sale price. Purchases of own shares are limited in such a way that at no time may shares held in treasury exceed 10 percent of the number of shares outstanding in the Company.

The AGM resolved to authorize the Board of Directors to sell B-shares, without preferential right for existing shareholders, at a market price as remuneration in connection with acquisitions of businesses or companies, or to ensure delivery of shares in existing incentive programs, but not via Nasdaq Stockholm at a price corresponding to an assessed market value.

Since before, AddLife AB holds 593,189 class B shares in treasury, equivalent to 0.5 percent of the total number of shares outstanding, and 0.4 percent of the votes. The total number of shares outstanding in AddLife AB, including shares held in treasury, is 122,450,250.

New issue of up to 10 percent of the number of shares
In accordance with the proposal of the Board of Directors the AGM resolved to authorize the Board of Directors to decide on a new issue of up to 10 percent of the shares to enable further company acquisitions and to strengthen the Company’s financial position if necessary.

The resolution for the Board of Directors is valid until the next AGM, on one or more occasions, with or without deviation from shareholders' preferential rights, decide on the issue of new shares, however, that such issues may not result in the Company's registered share capital or number of shares in the Company being increased by more than a total of 10 percent, based on the Company's registered share capital before exercising the authorization. It must be possible to make payment in cash, in kind, by set-off or otherwise combined with conditions. Issues shall take place on market-related terms and conditions. Issues in the event of deviation from the shareholders' preferential rights, shall take place on market-related terms and conditions.

Amendment of the articles of association
In accordance with the proposal of the Board of Directors the AGM resolved to amend the articles of association in order to be able to use the alternatives specified in the Swedish Companies Act with regard to deciding on postal voting.

The amendment of the articles of association entails the board of directors to, before a general meeting, decide that the shareholders shall be able to exercise their voting rights by post in advance of the general meeting.

Information about the AGM
Information about the AGM is available at the Company´s website in the menu Investors/General Meeting.

Stockholm, 4 May 2023
AddLife AB (publ)

For further information, please contact
Fredrik Dalborg, CEO, AddLife AB, +46 70 516 09 01
Christina Rubenhag, CFO, AddLife AB, +46 70 546 72 22

AddLife is an independent European player in Life Science that offers high-quality products, services and consulting to both the private and public sectors. AddLife has about 2,200 employees in around 85 operating subsidiaries, which operate under their own brands. The Group has annual sales of approximately SEK 9 billion. AddLife is listed on the NASDAQ Stockholm stock exchange.

This information was submitted for publication on 4 May 2023 at 17:30 CEST.