Announcement from the Annual General Meeting of Ortivus AB (publ) on 6th of May 2009
The shareholders of Ortivus AB (publ) held the Annual General Meeting on Wednesday 6th of May 2009 in Stockholm. This is a summary of the most important decisions made by the AGM.
Annual report
The annual report and the auditor’s report as well as the consolidated annual report and the auditor’s group report were presented. The income statement and the balance sheet for both the parent com-pany and the consolidated group were accepted by the Meeting.
Discharge from liability
The Meeting discharged the members of the Board and the managing directors’ from liability for the fiscal year 2008.
Fees
The fees to the Board of Directors were set by the Meeting at a total of SEK 1,470,000, with SEK 750,000 to the chairman, SEK 160,000 to each of the other members of the Board, and SEK 80,000 for work in an audit committee the Board may set up, with a maximum of SEK 40,000 per member depending on the number of members and their role in the Audit committee. It was resolved that the fees to the auditors would be paid in accordance with invoice.
Board of Directors
The Meeting decided to re-elect Jon Risfelt, Anna Söderblom, Peter Edwall, Annemarie Gardshol and Crister Stjernfelt. Jon Risfelt was re-elected as chairman of the Board. It was noted that the board member Laurent Leksell had declined re-election.
Nomination Committee
The Meeting resolved to establish a Nomination Committee for the next AGM in the same man-ner as previous year, thereby asking the three largest shareholders in the company to appoint one representative each, who together with the Chairman of the Board will comprise the Nomi-nation Committee. The composition of the Nomination Committee shall be communicated six months at the latest before the Annual General Meeting in 2010.
Guidelines for remuneration of the senior management
The Meeting approved the guidelines proposed by the Board regarding remuneration to the President and other leading officials in the senior management.
New Articles of Association
The Meeting resolved to conditionally adopt new Articles of Association pending an expected change in the Swedish Companies Act regarding the regulation for notice of general meetings.
Authorization to decide on new issues
The Meeting resolved to authorize the Board for the period until the next Annual General Meeting, at one or more occasions, to decide on new issues of shares, convertibles and/or warrants encompass-ing a share capital increase of up to SEK 11,000,000 corresponding to up to 2,200,000 new shares.
Presentation by the managing director
The managing director of Ortivus AB, Jan B Andersson, commented on the development during the fiscal year of 2008 and Q1 2009.
For further information, please contact:
Jan B Andersson, managing director , tel. +46 8 446 45 00, +46 705 294 741
Jon Risfelt, chairman of the board, tel. +46 734 34 33 32
or visit www.ortivus.com
Ortivus AB (publ)
The board of directors