Jun 02 2023
Press release from the Annual General Meeting in Vimian Group AB (publ) on 2 June 2023
Vimian held its Annual General Meeting today 2 June 2023. The Annual General Meeting was held by physical presence of shareholders and with the option for shareholders to exercise their voting rights by advance voting (postal voting). The Annual General Meeting in Vimian Group AB (publ) resolved the following:
Approval of income statement and balance sheet for the financial year 2022 and discharge from liability
The Annual General Meeting approved the income statement and balance sheet as well as the consolidated income statement and the consolidated balance sheet for the financial year 2022, and the Board members, the CEO and the deputy CEO were discharged from liability for the financial year 2022.
Allocation of profit or loss
The Annual General Meeting resolved, in accordance with the board of directors’ proposal, that the company’s results shall be carried forward and that no dividends shall be paid to the shareholders.
Election of Board members, auditors, fees to the board of directors and auditors
The Annual General Meeting resolved, in accordance with the nomination committee’s proposal, that the number of Board members shall be seven, equivalent to a net addition of one board member, without deputy members, and that the company shall have one auditor without deputy auditors.
In accordance with the nomination committee’s proposal, Gabriel Fitzgerald, Frida Westerberg, Martin Erleman, Mikael Dolsten, Theodor Bonnier and Petra Rumpf were re-elected, and Robert Belkic was newly elected, as Board members for the time until the end of the next Annual General Meeting. Gabriel Fitzgerald was re-elected as chairman of the Board. The accounting firm Grant Thornton Sweden AB was re-elected as auditor, and it was noted that the authorised public accountant Carl-Johan Regell will continue to be auditor in charge.
The Annual General Meeting further resolved, in accordance with the nomination committee’s proposal, that the fees to the Board shall be EUR 200,000 in total for the period until the end of the next Annual General Meeting, to be allocated with EUR 50,000 to each one of the elected Board members, with the exception of Gabriel Fitzgerald (chairman of the Board), Martin Erleman and Theodor Bonnier who refrained from fees. The Annual General Meeting further resolved that, in accordance with the nomination committee’s proposal, auditor fees shall be paid in accordance with approved invoice.
Authorisation to issue new shares
The Annual General Meeting resolved to, in accordance with the Board’s proposal, authorise the Board, on one or several occasions, and with or without pre-emptive rights for shareholders, to resolve on the issue of new shares, comprising a total of not more than 20 per cent of the total number of outstanding shares in the company after the utilization of the authorisation. Such share issue resolution may be made with or without provisions for contribution in kind, set-off or other conditions.
Long-term incentive program 2023 (LTI 2023) in the form of warrants and employee stock options
The Annual General Meeting resolved, in accordance with the board of directors’ proposal, to adopt a long-term incentive program (LTI 2023) for employees and consultants in Vimian, including not more than 150 persons, in the form of warrants and employee stock options. Within the framework of the program, it was also resolved to issue and transfer not more than 4,300,000 warrants.