Bulletin from Annual General Meeting in Sileon AB (publ)
The following resolutions were passed at the Annual General Meeting (the “AGM”) of Sileon AB (publ) (“Sileon” or the “Company”) held today on 2 May 2023 in Stockholm, Sweden.
Adoption of Income Statement and Balance Sheet for the Financial Year 2022 and Discharge from Liability
The AGM resolved to adopt the income statement and the consolidated income statement for the financial year 2022 as well as the balance sheet and the consolidated balance sheet as of 31 December 2022, as set out in the annual report. The members of the Board of Directors and the managing director were discharged from liability for the financial year 2022.
Allocation of Profits
The AGM resolved, in accordance with the Board of Directors’ proposal, that no dividend be paid for 2022 and that the profits available to the AGM shall be carried forward.
Election of Board Members, Auditors, Fees to the Board of Directors and Auditors
The AGM resolved, in accordance with the Nomination Committee’s proposal, that the number of members of the Board of Directors shall be four without deputies and that the number of auditors shall be one registered accounting firm.
In accordance with the Nomination Committee’s proposal, Kent Hansson, Torstein Harildstad, Jenny Karlsson and Linus Singelman were re-elected as members of the Board of Directors. All elections for the period until the end of the next Annual General Meeting. Kent Hansson was re‑elected as the Chairman of the Board of Directors. The registered audit firm KPMG AB was re-elected as auditor of the Company, with Magnus Ripa as auditor-in-charge, for the period until the end of the next Annual General Meeting.
The AGM resolved, in accordance with the Nomination Committee’s proposal, that fees to members of the Board shall be paid with SEK 215,000 to the Chairman of the Board and SEK 165,000 to each of the other members of the Board. The AGM further resolved, in accordance with the Nomination Committee’s proposal, that the remuneration to the auditor shall be paid in accordance with approved statement of costs.
Principles for the appointment of the members of the Nomination Committee
The AGM resolved, in accordance with the Nomination Committee’s proposal, to amend the principles for the appointment of the members of the Nomination Committee so that the Nomination Committee shall consist of three members appointed by the largest shareholders. No other changes have been made regarding the principles.
Authorisation for the Board of Directors to resolve on new share issues, etc.
The AGM resolved, in accordance with the Board of Directors’ proposal, to authorise the Board of Directors to, for the period until the end of the next Annual General Meeting, on one or several occasions and with or without deviation from the shareholder’s preferential rights, resolve on new issues of shares, warrants and/or convertibles entitling to shares equal to no more than 20 per cent of the, at the time of the issue resolution, registered share capital of the Company. The authorization may also be exercised for issues of shares, warrants and/or convertibles with preferential rights for shareholders corresponding to the available capacity according to the Company’s Articles of Association at the time of the issue resolution.
Deviation from the shareholders’ preferential rights shall be possible in connection with future investments in the form of acquisitions of operations, companies, shares in companies or otherwise for the Company’s future expansion. If the Board resolves on an issue with deviation from the shareholders’ preferential rights, the rationale shall be that the Board shall be able to issue shares in the Company to be used as a means of in-kind payment or the right to offset debt, or to in a flexible and cost-efficient manner raise capital to use as means of payment or to continuously adjust the Company’s capital structure.
For more information, please contact:
David Larsson, CEO, Sileon
Phone: +46 725 502 306
E-mail: david.larsson@sileon.com
The information was submitted for publication, through the agency of the contact person set out above, at 16.00 CEST on 2 May 2023.
About Sileon
Sileon AB (publ) is a global fintech company that offers an innovative SaaS-based Buy Now Pay Later (BNPL) functionality to banks, lenders and fintechs. Sileon's BNPL solution is integrated into the customer's environment and operates under the customer’s brand, which, unlike conventional BNPL solutions, enables the customer to independently provide BNPL without being dependent on third parties. Sileon operates in a fast-growing international market with an estimated transaction value of $ 680 billion globally by 2025. Sileon is listed on the Nasdaq First North Growth Market and has approximately 50 employees at its headquarters in Stockholm, Sweden. The company’s Certified Adviser is Erik Penser Bank.