Bulletin from the annual general meeting on 31 May 2023 in Biosergen AB
Today, on May 31, 2023, the annual general meeting was held in Biosergen 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 profit and loss statement and balance sheet as well as the consolidated profit and loss statement and consolidated balance sheet. The annual general meeting also resolved to allocate the company’s result in accordance with the proposal from the board meaning that no dividends are paid for the financial year 2022 and that available funds are carried forward.
Discharge from liability for the members of the board and the CEO
The annual general meeting resolved to discharge the members of the board and the CEO from liability for the financial year 2022.
Election of board members and auditor as well as remuneration for the board members and auditor
The annual general meeting resolved, in accordance with the proposal from major shareholders, to re-elect Torsten Goesch, Achim Kaufhold, Marianne Kock, Henrik Moltke, and Mattias Klintemar as ordinary board members. Lena Degling Wikingsson and Hanne Mette Dyrlie Kristensen had declined re-election. Torsten Goesch was re-elected as chairman of the board. Remuneration to the board shall be paid with EUR 40,000 to the chairman of the board and with EUR 25,000 to each of the other board members who are not employed by the company.
Furthermore, the annual general meeting resolved, in accordance with the proposal from major shareholders, to re-elect Öhrlings PricewaterhouseCoopers AB as auditor and that remuneration for the auditor shall be paid in accordance with customary norms and approved invoice. Öhrlings PricewaterhouseCoopers AB has informed that Johan Engstam will continue to be appointed as the responsible auditor.
Resolution on authorization regarding issues
The annual general meeting resolved, in accordance with the proposal from the board of directors, to authorize the board of directors, up until the next annual general meeting, at one or several occasions, with or without deviation from the shareholders’ preferential rights and with or without provisions regarding contribution in kind, set-off or other conditions, to issue shares, convertibles and/or warrants.
The reason for why a deviation from the shareholders’ preferential rights should be possible is to enable the company to source working capital, to be able to execute acquisitions of companies or operating assets as well as to enable new issues to industrial partners within the framework of partnerships and alliances. In case the authorisation is used for a new issue with deviation from the shareholders’ preferential rights, the issue shall be made on market terms.
Resolution on amendment of the articles of association
The annual general meeting resolved in accordance with the proposal from the board of directors to amend § 7 of the articles of association in order to allow general meetings to be held not only in Solna, but also in Stockholm and Malmö.
Solna on 31 May 2023
Biosergen AB (publ)
For further information about Biosergen, please contact:
Dr. Peder M. Andersen, CEO
Telephone: +45 2080 2470
E-mail: peder.andersen@biosergen.net
Niels Laursen, CFO
Telephone: +45 4014 5059
E-mail: niels.laursen@biosergen.net
Certified Adviser
Erik Penser Bank
Telefon: +46 8 463 8000
E-mail: certifiedadvisor@penser.se
ABOUT BIOSERGEN
Biosergen is a clinical stage biotechnology company that employs all its organizational and financial resources on the clinical development of BSG005. BSG005, a polyene macrolide, is a potentially disruptive antifungal drug with blockbuster potential based on significant safety and potency advantages over competing antifungals, including Amphotericin B, and being completely free of the kidney toxicity hampering other drugs in its class. The research behind BSG005 and its unique properties has been documented in over 20 peer reviewed scientific papers. Biosergen initially aims BSG005 towards invasive fungal infections that claim the lives of hundreds of thousands of immune-compromised AIDS-, cancer- and transplant patients every year. At equal dose levels BSG005 shows a three-to-fourfold potency advantage against relevant fungal strains compared to current standards of care. The Company is also developing BSG005 Nano where the drug is packed in special nano particles to specifically target the lung, often the first affected organ in an invasive fungal infection. BSG005 Nano Oral is an extension of BSG005 Nano. An oral formulation would greatly increase the usefulness, particularly as a prophylactic and as home treatment after transplants or cancer treatment to prevent invasive fungal infection. Biosergen is granted orphan drug status for BSG005 in the United States.