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Communique from Annual General Meeting in Senzime AB (publ)

May 16, 2024 | blog

UPPSALA, SWEDEN / ACCESSWIRE / May 16, 2024 / Senzime (STO:SEZI)(OTCQX:SNZZF) The annual normal assembly in Senzime AB (publ), corp. reg. no 556565-5734 (the “Company”) was held on 16 May 2024 by at Advokatfirman Lindahl’s premises on Vaksalagatan 10, Uppsala, whereby the shareholders primarily resolved on the next issues. All selections had been made with the required majority.

Annual report and outcomes

The annual normal assembly adopted the earnings assertion and the steadiness sheet for the monetary yr 2023 and resolved, in accordance with the board of administrators’ proposal, that the end result based on the accepted earnings assertion ought to be transferred to a brand new account. No dividends are to be paid.

Discharge from legal responsibility

The normal assembly granted the members of the board of administrators and the managing director discharge from legal responsibility for the administration of the Company’s enterprise for the monetary yr 2023.

Remuneration to the board of administrators and the auditor

The annual normal assembly resolved that renumeration ought to be paid to the chairman with SEK 450,000, to the vice chairman with SEK 300,000 and to each different board member with SEK 210,000. Furthermore, it was resolved that no remuneration ought to be paid to a board member who throughout 2023 has obtained funds from the Company for consulting companies exceeding twice the remuneration quantity.

The annual normal assembly resolved that the auditor ought to obtain remuneration based on accepted bill.

Election of board of administrators and auditor

The annual normal assembly resolved that the board of administrators ought to encompass six (6) administrators with none deputy administrators.

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The normal assembly resolved, for the time till the top of the subsequent annual normal assembly, to re-elect Per Wold-Olsen, Adam Dahlberg, Sorin Brull, Eva Walde, Göran Brorsson and Lars Axelsson as members of the board of administrators. Per Wold-Olsen was re-elected because the chairman of the board of administrators.

It was resolved to re-elect PricewaterhouseCoopers AB as auditor for the time till the top of the subsequent annual normal assembly.

Nomination committee for the annual normal assembly 2025

The annual normal assembly resolved that the Company, upfront of the annual normal assembly in 2025, shall set up a nomination committee. The nomination committee shall be appointed by instruction from the chairman of the board of administrators to the three largest shareholders within the Company on 1 September 2024 to nominate a consultant every.

Adoption of tips for remuneration to the senior administration

The annual normal assembly resolved, in accordance with the board of administrators’ proposal, to undertake new tips for remuneration to the senior administration.

Adoption of incentive program 2024/2028

The further normal assembly resolved, in accordance with the proposal of the board of administrators, to introduce worker inventory choice program 2024/2028 by means of a directed situation of a most of 1,210,000 warrants to the wholly owned subsidiary of the Company, MD Biomedical AB. 1,100,000 warrants could be allotted to contributors in this system and the remaining 110,000 warrants can be utilized to cowl money move results from potential social safety prices arising from the worker inventory choice program.

The warrants shall be vested over a three-year interval and could be exercised in the course of the interval from 1 October 2027 to 1 October 2028. Assuming that the said targets are fulfilled, every warrant entitles the holder to amass one (1) new share within the Company at a value similar to 125 p.c of the typical volume-weighted share value of the Company’s share on Nasdaq Stockholm in the course of the interval of ten (10) buying and selling days previous todays shareholders’ assembly. The enhance within the Company’s share capital might quantity to a most of 151,250 SEK upon full train of the choices. Further particulars relating to this system could be discovered within the discover of the final assembly and within the minutes that will likely be revealed on the Company’s web site.

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Authorization to the board of administrators to resolve on new points

Authorization for remaining points to sellers of Respiratory Motion

The board of administrators proposes that the final assembly authorizes the board of administrators, for the time till the subsequent annual normal assembly, whether or not on one or a number of events, to extend the Company’s share capital with most SEK 6,250 by a problem of most 50,000 shares. The board of administrators shall be entitled to resolve on problems with shares with or with out deviation from the shareholders’ pre-emption rights and/or by a problem in sort or by the use of set-off.

This authorization might solely be used to situation shares to the sellers of the corporate Respiratory Motion, Inc (in accordance with agreements entered into by the Company relating to the acquisition of the corporate). The board of administrators shall be licensed to resolve on the phrases and situations relating to points underneath this authorization and what individuals shall be entitled to subscribe for the shares, one thing which shall, nonetheless, happen in accordance with agreements entered into by the Company.

The purpose to suggest that the board of administrators shall be licensed to resolve on points with deviation from the shareholders’ pre-emption rights and/or to resolve on points in sort or by the use of set-off, is that the Company shall have the ability to fulfill concluded agreements on the acquisition of Respiratory Motion, Inc.

This authorization is a particular authorization associated to the acquisition talked about above and shall not have an effect on the final authorization as described under.

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Authorization for different points

The annual normal assembly licensed the board of administrators, for the time till the subsequent annual normal assembly, whether or not on one or a number of events, to extend the Company’s share capital with not more than twenty (20) p.c of the whole share capital within the Company when the authorization is utilized for the primary time. The board of administrators shall have the ability to resolve on problems with shares, warrants and/or convertible devices with or with out deviation from the shareholders’ pre-emption rights and/or by a problem in sort or by the use of set-off or different situations as referred to within the Swedish Companies act.

The board of administrators shall have the suitable to find out the phrases and situations for points underneath this authorization and who shall have the suitable to subscribe for the devices issued. The phrases shall be in accordance with market phrases.

For additional data, please contact:

Philip Siberg, CEO of Senzime AB
Phone: +46 (0) 707 90 67 34, e-mail: philip.siberg@senzime.com

Slavoljub Grujicic, CFO
Phone: +46 (0) 76 306 60 11, e-mail: slavoljub.grujicic@senzime.com

About Senzime

Senzime, headquartered in Sweden, is a number one medical system firm that develops, manufactures, and markets CE- and FDA-cleared affected person monitoring methods. The firm supplies an modern portfolio of options, together with the TetraGraph® and ExSpiron® 2Xi for correct monitoring of neuromuscular and respiratory capabilities, sometimes underneath and after surgical procedure. The aim is to assist get rid of in-hospital problems, and radically scale back well being care prices associated to surgical and excessive acuity procedures.

Senzime targets a market alternative valued greater than SEK 40 billion per yr, and operates with gross sales groups on this planet’s main markets. The firm’s shares are listed on Nasdaq Stockholm Main Market (Nasdaq: SEZI) and cross-traded within the US on the OTCQX market (OTCQX: SNZZF). More data is offered at senzime.com.

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Attachments

Communique from annual normal assembly in Senzime AB (publ)

SOURCE: Senzime

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