Resolutions from Annual General Meeting for Cognosec AB on June 28th 2018
The following resolutions were made at the AGM:
Adoption of the Financial Statements and the Annual Report for 2017
The Annual General Meeting of Cognosec AB (publ) resolved to adopt the submitted income statement and balance sheet, the consolidated income statement and the consolidated balance sheet for 2017.
The AGM also adopted proposed dispositions of the Company’s result as presented in the Company’s Annual Report for 2017. No dividend will be declared for 2017.
Discharge of Directors and CEO from liability for financial year of 2017.
The shareholders represented at the AGM, voted in unity to discharge all Directors and the Company’s CEO from liabilities for the financial year of 2017.
Election of a new Board of Directors, Auditors and decision on fees to Directors and Auditors
The AGM resolved to re-elect Directors; Lord David Blunkett, Patrick Boylan, Neira Jones, Kobus Paulsen, Lord Antony St John and to newly elect Daryn Stilwell to the Board. Kobus Paulsen was re-elected as Chairman and Patrick Boylan was elected deputy-Chairman.
Daniel Holden had previously announced that he would not be available for re-election due to an increased level of responsibility and commitments related to his other board positions.
Newly elected member of the Board, Daryn Stilwell, has held a number of leadership roles in technology-based companies over the years and more recently has supported the Company as Group General Counsel and board secretary. He is also a member of the Cognosec AB Executive Committee.
PricewaterhouseCoopers AB was re-elected as Auditors, with Martin Johansson as the responsible auditor until end of the Annual General Meeting 2019.
It was resolved that fees for the Board Members would be as follows:
- 300,000 SEK, for ordinary board members;
- 100,000 SEK for the Chairman; and
- 200,000 SEK for the deputy Chairman.
The Auditors will be paid in accordance to approved invoicing.
Nomination Committee
The AGM resolved to adopt the proposed principals for formation of a Nomination Committee.
Authorisation of the Board of Directors to issue new shares, etc
The AGM decided in accordance with the proposal, to authorise the Directors of the Board to issue, at one or more occasions, with or without deviation from shareholders preferential rights, up to 50,000,000 new shares, convertible bonds and / or warrants.
Amendment to Articles of Association
The AGM approved the amendment of the articles of association by adopting the new company name “CYBER 1 AB”.
All resolutions from the Annual General Meeting are set out in the minutes from the meeting, which will be available for download at https://www.cognosec.se/agm/
Certified Adviser
Mangold Fondkommission AB is the Company’s Certified Adviser.
Telephone: +46 (0)8 5030 1550
E-mail: info@mangold.se
FOR FURTHER INFORMATION, PLEASE CONTACT:
Tim Metcalfe / Miles Nolan
IR-contacts, Cognosec AB
Email: cognosec@investor-focus.co.uk
ABOUT COGNOSEC
Cognosec AB (Publ) is engaged in providing cyber resilience solutions and in the prevention of cyber-attacks. The business conducts international operations from offices in Sweden, South Africa, the UK, Kenya, Germany, Austria and the United Arab Emirates. Listed on Nasdaq First North (Nasdaq: COGS) and OTC-Nasdaq Intl. Designation (CYBNY), Cognosec delivers services and bespoke technologies to enhance public and private sector organisations’ protections against unwanted intrusions and designs holistic, organisation-wide solutions to prevent diverse and increasing forms of information and identity theft. Cognosec had revenues of EUR17.19m in 2017 and employed 173 personnel at the end of Q1 2018. For further information, please visit www.cognosec.se