Approval of profit and loss accounts and balance sheets, and discharge from liability of the board members and the managing director
The annual general meeting in Medivir Aktiebolag (publ) on 5 May 2020 resolved to approve the profit and loss accounts and balance sheets for the financial year 2019. The persons who had been board members and managing director were discharged from liability with respect to their respective management of the company for the financial year 2019.
Appropriation of the company’s profit or loss
The annual general meeting resolved, in accordance with the board's proposal, that the company’s results shall be carried forward.
Remuneration to the board of directors and auditor
The annual general meeting also resolved on remuneration to the board of directors in accordance with the nomination committee's proposal. The remuneration to the board shall be paid in a total amount of not more than SEK 1,850,000 annually, allocated as follows. The chairman shall receive SEK 650,000 and other board members not employed by the company shall receive SEK 240,000 each. No remuneration for work performed in relation to committees shall be paid. The annual general meeting also resolved that remuneration to the auditor shall be paid in accordance with approved invoices within the auditor’s quotation.
Election of the board of directors and auditor
The annual general meeting resolved, in accordance with the nomination committee's proposal, that the number of board members shall be six with no deputy board members. Uli Hacksell, Lennart Hansson, Bengt Julander, Helena Levander, An van Es Johansson and Bengt Westermark were re-elected as members of the board. Helena Levander was re-elected as chairman of the board. Öhrlings PricewaterhouseCoopers AB was re-elected as auditor.
The annual general meeting resolved to appoint a nomination committee for the annual general meeting 2021 substantially in accordance with the same procedure as the preceding year. In brief, this entails that the chairman of the board shall contact the three largest shareholders in respect of voting power by the end of the third quarter. These three shareholders shall be offered to appoint one member each for the nomination committee. In addition, the chairman of the board shall be included as a member of the nomination committee.
Remuneration guidelines to the executive management
The annual general meeting approved the proposal of the board of directors on guidelines for remuneration to the executive management. Under the guidelines, the company shall offer a total remuneration on market norms and enable competent senior executives to be hired and retained. The remuneration to senior executives may consist of fixed cash salary, variable cash remuneration, pension benefits and other benefits.
Amendments to the articles of association
As a result of statutory amendments, the annual general meeting further resolved, in accordance with the board’s proposal, to make minor amendments to the company’s articles of association.
The annual general meeting further resolved, in accordance with the board’s proposal, to authorize the board, up and until the next annual general meeting, on one or several occasions and with or without pre-emptive rights for shareholders, to resolve on the issue of new shares of series B, 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 authorization. The purpose of the authorization is to provide flexibility to the board in its work to ensure that the company can appropriately raise capital for the financing of the business. Issuances of new shares under the authorization shall be made on market terms.
Issue of warrants
The annual general meeting resolved, in accordance with the proposal of the board of directors, to issue warrants as part of an incentive program through which employees can take part of and contribute to a positive value increase of the company’s share during the period of the proposed program, and the company shall be able to retain and recruit competent and dedicated staff.
For further information, please contact:
Dr Uli Hacksell, CEO, Medivir AB, phone: +46 (0)8 5468 3100.
Medivir develops innovative drugs with a focus on cancer where the unmet medical needs are high. The drug candidates are directed toward indication areas where available therapies are limited or missing and there are great opportunities to offer significant improvements to patients. Collaborations and partnerships are important parts of Medivir's business model, and the drug development is conducted either by Medivir or in partnership. Medivir's share (ticker: MVIR) is listed on Nasdaq Stockholm's Small Cap list. www.medivir.com