Resolutions at BioInvent's Annual General Meeting 2018

BioInvent’s Annual General Meeting (the “AGM”) on 24 April 2018 resolved to elect Leonard Kruimer, Bernd Seizinger and Kristoffer Bissessar as new board members and to implement a Board share program for the members of the Board.

The AGM voted in favor of adopting the income statements and balance sheets for the Group and the parent company for the financial year 2017, and decided that no dividend should be declared for the financial year 2017.

The AGM discharged the Board members and the CEO from liability, re-elected the ordinary Board members Dharminder Chahal, An van Es Johansson and Vincent Ossipow and elected Leonard Kruimer, Bernd Seizinger and Kristoffer Bissessar as new Board members. Leonard Kruimer was elected Chairman of the Board. The auditing firm KPMG, with Eva Melzig as auditor in charge, was re-elected as the company’s auditor for a term of two years.

The AGM resolved that the Board’s annual basic fees shall amount to SEK 682,500 to the Chairman of the Board and SEK 305,500 to each of the other Board members, who are not employed by the company. In connection hereby it was resolved that the fees to Board members who elect to not participate in the Board share program resolved by the general meeting shall amount to SEK 460,000 to the Chairman of the Board and SEK 184,000 each to the other members of the Board. In addition hereto, the AGM resolved on fees for committee work of SEK 57,500 to the Chairman of the Audit Committee, SEK 46,000 to each of the other members of the Audit Committee and that no fee for work in the Remuneration Committee shall be paid. Fee for committee work shall not be paid to the Chairman of the Board.

Further, the AGM resolved in accordance with the Board’s proposal on guidelines for remuneration of executive management.

The AGM resolved to approve the Nomination Committee’s proposal for a Board share program for the members of the Board, whereby the members of the Board who wish to participate in the program are allocated minimum 45 per cent and maximum 100 per cent of the basic fee for the Board assignment in the form of shares in BioInvent to a number that at the time of allocation in terms of value is equivalent to minimum 45 per cent and maximum 100 per cent of the fee. The resolution includes a directed issue of a maximum of 2,000,000 warrants (corresponding to approximately 0.6 per cent of the total number of shares and votes in the company) and approval of transfer or warrants in order to secure the fulfilment of the company’s obligations under the program. Subscription of shares by virtue of the warrants shall be made no later than 30 July 2019 and the subscription price per share shall amount to the share’s quota value (presently SEK 0.08).

Last, the AGM authorised the Board of Directors to resolve on the issue of new shares, on one or several occasions during the period up to the next annual general meeting. The number of shares to be issued by virtue of the authorisation shall not exceed 15 per cent of the registered share capital (as per the date of the resolution on the issue of new shares). The issue may take place with or without a deviation from the shareholders’ preferential right and with or without provisions on contribution in kind or set-off or any other terms. The purpose of the authorisation is to increase the company’s financial flexibility and enable acquisitions by payment of shares. If the Board resolves on an issue with deviation from the shareholders’ preferential right the reason may be to add new capital and/or new company owners of strategic importance to the company and/or the acquisition of other companies or businesses. At a deviation from the shareholders’ preferential right, the issue rate shall be determined in accordance with market conditions. Other terms may be resolved by the Board.

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About BioInvent
BioInvent International AB (OMXS: BINV) is focused on the discovery and development of novel and first-in-class immuno-regulatory antibodies to treat cancer. The Company’s clinical programmes are BI-1206, currently in a Phase I/II for non-Hodgkin’s lymphoma and chronic lymphatic leukaemia and TB-403, in cooperation with Oncurious, currently in Phase I/II for medulloblastoma. BioInvent has an exciting pre-clinical portfolio based on novel immuno-modulatory antibodies that target regulatory T cells (T-regs) and tumour-associated myeloid cells. In December 2016, the Company signed a strategic research collaboration with Pfizer Inc. BioInvent also works with leading academic institutions including the University of Southampton, Cancer Research UK, and Penn Medicine. BioInvent generates revenues from global partnerships, including Bayer Pharma, Daiichi Sankyo, and Mitsubishi Tanabe Pharma and from its manufacturing facility for the production of antibodies for research through to late- stage clinical trials. More information is available at www.bioinvent.se 

For further information, please contact:
Björn Frendéus
Acting CEO and Chief Scientific Officer
+46 (0)46 286 25 45
+46 (0)708 11 25 45
[email protected]
 

BioInvent International AB (publ)
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Visiting address: Sölvegatan 41
Mailing address: 223 70 LUND
Phone: +46(0)46 286 85 50
[email protected]
www.bioinvent.com