The Annual General Meeting in Swedish Orphan Biovitrum AB (publ), Reg. No. 556038-9321, was held on Thursday, 9 May, 2019 at 15:00 at Grand Hôtel, S. Blasieholmshamnen 8, Stockholm, Sweden.
CEO's presentation at the AGM
The slides from CEO Guido Oelkers’ presentation at the AGM is available to download under “Related Documents” on this page.
The AGM voted in favour of the resolutions proposed at the meeting, including:
Adoption of the profit and loss statements and balance sheet and discharge of liability
The AGM adopted the income statements and the balance sheets and approved the proposal to carry forward the retained profits of SEK 6,780,309,816.
The board members and the chief executive officer were discharged from liability for the financial year 2018.
Election of Board of Directors, remuneration to the Directors, election of Auditor and adoption of instructions and charter for the Nomination Committee
The ordinary board members David Allsop, Håkan Björklund, Annette Clancy, Matthew Gantz, Lennart Johansson, Helena Saxon, Hans GCP Shikan and Elisabeth Svanberg were re-elected as board members for the period until the end of the next AGM. Håkan Björklund was re-elected chairman of the Board.
The AGM approved the compensation to the Board in accordance with the Nomination Committee’s proposal.
Ernst & Young AB was re-elected as auditor of Sobi for the period until the end of the next AGM.
The AGM resolved to adopt instructions and charter for the Nomination Committee in accordance with the Nomination Committee’s proposal.
Principles for remuneration for the management, long-term incentive programmes, authorisation for the Board of Directors to resolve on the issuance of new shares and/or convertible bonds and/or warrants, and transfer of own shares
The AGM approved the guidelines for remuneration for the management proposed by the Board.
The AGM also approved the Board’s proposal regarding the implementation of long-term incentive programmes, and hedging arrangements in respect of the programmes including a directed issue of no more than 2,462,630 series C shares, authorisation for the Board to decide on a repurchase of all issued series C shares and transfers of no more than 2,673,345 own common shares to program participants.
The AGM also approved the Board’s proposal regarding the approval to authorise the Board to resolve on the issuance of new shares and/or convertible bonds and/or warrants. The number of shares that may be issued, the number of shares that convertible bonds may be converted into and the number of shares that may be subscribed for by the exercise of warrants, may not exceed 33,000,000 shares in total.
The Board’s proposal regarding transfer of no more than 85,775 own common shares on the stock exchange for the purpose of covering certain payments, mainly social security contributions, that may occur in relation to the Incentive Programme 2016, was also approved by the AGM.
For full details on each proposal adopted by the AGM, please refer to “Related Documents” on this page.