Communique from the Annual General Meeting on Thursday June 29th in Clinical Laserthermia Systems AB
Today, June 29th 2023, the Annual General Meeting of Clinical Laserthermia Systems AB, 556705-8903. Below is a summary of the decisions taken. All decisions were taken by the required majority.
Adoption of the income statement and balance sheet as well as the consolidated income statement and consolidated balance sheet
The AGM resolved to adopt the presented income statement and balance sheet as
well as the consolidated income statement and consolidated balance sheet.
Resolution regarding appropriation of the company's profit according to the adopted balance sheet
The AGM resolved to dispose of the company's profit in accordance with the Board's proposal in the annual report. The meeting resolved that no dividend will be paid for the financial year 2022.
Discharging the members of the Board of Directors and the CEO from liability
The AGM resolved to discharge the members of the Board of Directors and the CEO from liability for the financial year 2022.
Determination of the number of Board members, deputy Board members and the number of auditors and deputy auditors
The AGM resolved that the number of ordinary Board members shall amount to six (6) and that no deputy Board member shall be appointed.
The AGM resolved that one (1) auditor, and no deputy auditor shall be appointed.
Determination of fees for the Board of Directors and auditor
The AGM resolved that Board fees shall be paid in the amount of SEK 250,000 to the Chairman of the Board and SEK 125,000 each to ordinary Board members.
Furthermore, it was decided that fees to the auditor shall be paid in accordance with approved invoices in accordance with customary billing standards.
Election of the Board of Directors and any deputy members of the Board of Directors as well as auditor or auditing firm and any deputy auditors
The AGM resolved that Hans von Celsing, Lars-Erik Eriksson, Marika Crohns, Paolo Raffaelli, Sandra Brandmeier and Stephan Dymling are re-elected as Board members. Hans von Celsing was re-elected as Chairman of the Board.
Furthermore, the AGM resolved to elect the auditing firm Dillon Revisionsbyrå as the company's auditor, with auditor in charge Jan Oskar Kantoft, until the end of the Annual General Meeting to be held next financial year.
Resolution on instructions for the Nomination Committee The Meeting resolved in accordance with the
Board of Directors' proposal for a resolution on the adoption of instructions for the Nomination Committee in accordance with the proposal presented, the proposal in its entirety was available at the company's offices and its website www.clinicallaser.se three (3) weeks prior to the AGM. In addition, the proposal has been distributed at today's AGM and sent to the shareholders who have so requested.
Resolution authorizing the Board of Directors to resolve on share issues The Board of Directors proposes that the Annual General Meeting
The AGM resolved, in accordance with the Board's proposal, to authorize the Board of Directors, during the period until the next Annual General Meeting, to resolve on the issue of a maximum number of shares, convertibles and/or warrants that entitle to subscription of, or entail the issue of, a maximum number of shares that fit within the limits of the Articles of Association, with or without deviation from shareholders' preferential rights. The authorization may be exercised on one or more occasions and the Board of Directors shall have the right to decide on the detailed issue terms on each individual occasion. In addition to cash payment, payment may also be made with consideration other than in cash or by set-off, or otherwise with conditions.
In order for the company's current shareholders not to be disadvantaged in relation to the external investor or investors who may subscribe for shares in the company, the Board of Directors considers it appropriate that the issue with deviation from the shareholders' preferential rights shall be made at the Board's market-based subscription price, subject to a market-based issue discount where applicable.
Lund, June 2023
Clinical Laserthermia Systems AB
BOARD OF DIRECTORS
The information was submitted for publication through the agency of the contact person stated below on June 29th, 2023 at 16.45 CET
For more information, please contact:
Dan J. Mogren, CEO Clinical Laserthermia Systems (publ)
Tel: +46 (0)705 90 11 40
E-mail: dan.mogren@clinicallaser.com
About CLS
Clinical Laserthermia Systems AB (publ) develops and sells the TRANBERG® Thermal Therapy Systems, including Thermoguide™ Workstation and sterile disposables, for minimally invasive treatment of cancer tumors and drug-resistant epilepsy, according to regulatory approvals in the EU and the US. The products are marketed for image-guided laser ablation and used in studies for treatment with imILT®, the Company’s interstitial laser thermotherapy for immunostimulant ablation with potential abscopal effects. CLS is headquartered in Lund and has subsidiaries in Germany, the US and Singapore. CLS is listed on the Nasdaq First North Growth Market under the symbol CLS B. The Certified Advisor (CA) is FNCA Sweden AB, Tel: +46 8 528 00 399. E-mail: info@fnca.se
For more information about CLS, please visit the Company's website: www.clinicallaser.se