Resolutions at the Annual General Meeting in Biotage AB on April 24, 2019
At the Annual General Meeting held in Biotage AB (Reg. No. 556539-3138) on April 24, 2019, the following resolutions were passed, among others.
Appropriation of the company’s result
The General Meeting resolved a dividend of SEK 1.50 per share, which in aggregate is a dividend in the amount of no higher than SEK 97,802,676 and to carry forward SEK 338,530,269.
Record date for dividend was resolved to be Friday 26 April 2019. Dividend is expected to be effected Thursday 2 May 2019.
Discharge, Board of Directors. Auditors etc.
The General Meeting resolved to grant discharge to the Board of Directors and the Chief Executive Officer.
The General Meeting resolved that the board should be composed of five board members (with no deputy board members).
The General Meeting resolved to re-elect Thomas Eklund, Karolina Lawitz and Peter Ehrenheim and to elect Torben Jørgensen and Mark Bradley as Board members. It was noted that Nils Olof Björk and Yvonne Mårtensson have declined re-election. The General Meeting resolved to appoint Thomas Eklund Chairman of the Board.
The General Meeting resolved to re-elect the auditing firm Deloitte AB, that will appoint Jonas Ståhlberg as auditor in charge, as the company’s auditor for the period until the end of the General Meeting to be held 2020.
The General Meeting resolved that a fee of SEK 1,175,000 shall be paid to the Board of Directors for the period up to and including the Annual General Meeting 2020 to be distributed as follows: the Chairman shall receive SEK 500,000 and each of the other Board members elected by the General Meeting who are not employed by the company shall receive SEK 225,000. In addition to that, a fee shall be paid to the members of the Auditing Committee of an aggregate of not more than SEK 145,000, whereof the Chairman shall receive SEK 75,000 and the two other members SEK 35,000 each and a fee shall be paid to the members of the compensation committee of an aggregate of not more than SEK 110,000 whereof the chairman shall receive SEK 60,000 and the other two members SEK 25,000 each.
The General Meeting resolved that the auditors should be compensated at current account.
The General Meeting resolved that in accordance with the nomination committee’s proposal meaning that the company shall have a nomination committee consisting of four members. The members should be one representative of each of the three largest shareholders in the company with regard to the number of votes held who wish to appoint such representatives, together with the Chairman of the board of directors whom also shall convene the first meeting of the nomination committee. The nomination committee shall perform the duty of the nomination committee in accordance with the Swedish corporate governance code. The nomination committee’s term of office shall extend until a new nomination committee is appointed.
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.
Authorization for the Board of Directors to issue shares
The General Meeting resolved to authorize the Board to issue shares with or without deviation from the shareholders’ pre-emption rights. The Board of Directors shall have the right to resolve that the shares 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 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 6,520,000 shares in total.
Uppsala, April 24, 2019
Biotage AB (publ)
The Board of Directors
This information was submitted for publication, through the agency of the contact persons set out above, at 18.00 CET on April 24, 2019.
Biotage offers efficient separation technologies from analysis to industrial scale and highquality solutions for analytical chemistry from research to commercial analysis laboratories. Biotage’s products are used by government authorities, academic institutions, pharmaceutical and food companies, among others. The company is headquartered in Uppsala and has offices in the US, UK, China, Japan, South Korea and India. Biotage has approx. 410 employees and had sales of 911 MSEK in 2018. Biotage is listed on NASDAQ Stockholm. Website: www.biotage.com