May 24, 2023 – The annual general meeting in InDex Pharmaceuticals Holding AB (publ) was held on Wednesday 24 May 2023. The following resolutions, amongst others, were passed at the general meeting.
Adoption of the profit and loss statements and balance sheets, disposal of profits, and resolution regarding discharge of liability
The annual general meeting resolved to adopt the profit and loss statement and balance sheet and the group’s profit and loss statement and balance sheet for the financial year of 2022.
The annual general meeting resolved, in accordance with the board of directors’ proposal, that the company’s accumulated profits shall be carried forward in new account and that no dividend shall be paid for the financial year 2022.
The annual general meeting resolved to grant discharge of liability for the members of the board of directors and the managing directors for the financial year of 2022.
Board of directors, auditors, and fees
In accordance with the nomination committee’s proposal, the annual general meeting resolved that the board of directors shall consist of six ordinary members without deputies. Furthermore, the annual general meeting resolved to re-elect all current board members as ordinary board members and that Wenche Rolfsen is re-elected as chairman of the board of directors. The annual general meeting further resolved that a registered accounting firm shall be elected as auditor and to the re-elect the auditing company PricewaterhouseCoopers (PwC) as the company’s auditor, with the authorized public accountant Magnus Lagerberg as the auditor in charge.
The annual general meeting resolved, in accordance with the nomination committee’s proposal, that the fees for the board of directors for the time until the end of the next annual general meeting shall amount to SEK 500,000 for the chairman of the board of directors and SEK 235,000 for each ordinary member of the board of directors not employed by the company. Fees to the company’s auditor for the same period shall be paid in accordance with approved invoices.
Resolution regarding an authorization for the board of directors to increase the share capital
The annual general meeting resolved, in accordance with the board of directors’ proposal, on an authorization for the board of directors to – for the period up to the next annual general meeting and at one or more occasions – resolve upon issuance of new shares, warrants and/or convertible debentures. Payment may be made in cash, in kind, through set-off of claims or otherwise be conditional. The company’s share capital may by support of the authorization be increased by an amount corresponding to 10 per cent of the share capital and number of shares in the company as of the date the board of directors first makes use of the authorization. Deviation from the shareholders’ preferential rights shall be allowed in situations where a directed issue is deemed more appropriate for the company due to timing, commercial or similar reasons, and in order to enable acquisitions.
Resolution on changes to the articles of association
The annual general meeting resolved, in accordance with the board of directors’ proposal, on changes to the articles of association with respect to share capital and number of shares (§§ 4 and 5). According to the new articles of association, the company's share capital shall amount to a minimum of SEK 10,500,000 and a maximum of SEK 42,000,000 and the number of shares in the company shall amount to a minimum of 525,000,000 and a maximum of 2,100,000,000.
Resolution on the implementation of a long-term incentive programme in the form of employee stock options
The annual general meeting resolved, in accordance with the board of directors’ proposal, on the implementation of a long term incentive programme by way of granting employee stock options to senior executives and other key persons of the group giving right to acquire new shares in the company, including the issue of warrants entitling to subscription of new shares in the company in order to enable delivery of shares under the programme and to cover potential cash flow effects from social security costs arising from the programme. The employee stock options and the warrants, respectively, shall be subject to the terms and conditions presented in the board of directors’ complete proposal.
For more information:
Jenny Sundqvist, CEO
Phone: +46 8 122 038 50
E-Mail: [email protected]
Johan Giléus, Deputy CEO and CFO
Phone: +46 8 122 038 50
E-mail: [email protected]
The information was submitted for publication through the agency of the contact person set out above at 18:20 CEST on 24, May 2023.
InDex Pharmaceuticals in brief
InDex is a pharmaceutical development company focusing on immunological diseases where there is a high unmet medical need for new treatment options. The company’s lead asset is the drug candidate cobitolimod, which is being evaluated in the phase III program CONCLUDE for the treatment of moderate to severe ulcerative colitis – a debilitating, chronic inflammation of the large intestine. InDex has also developed a platform of patent protected discovery stage substances, so called DNA based ImmunoModulatory Sequences (DIMS), with the potential to be used in treatment of various immunological diseases.
InDex is based in Stockholm, Sweden. The Company’s shares (ticker INDEX) are traded on Nasdaq First North Growth Market Stockholm. Redeye AB is the Company’s Certified Adviser. For more information, please visit www.indexpharma.com.