Report from the Annual General Meeting of Rightbridge Ventures Group AB on 17 June 2024
At the Annual General Meeting (the “AGM”) of Rightbridge Ventures Group AB, reg. no. 559058–5807, (the “Company”), on 17 June 2024 the AGM adopted, inter alia, the following resolutions. For more detailed information regarding the contents of the resolutions, please refer to the notice to the AGM and the complete proposals, which have previously been published and are available on the Company’s website, rightbridge.se.
Adoption of the balance sheet and income statement, disposition regarding the Company’s results and discharge from liability etc.
The AGM adopted the Company’s balance sheet and income statement and consolidated income statement and consolidated balance sheet.
The AGM resolved that no dividend is paid for the financial year 2023 and that the result of the year is carried forward to new account.
The AGM also discharged the board members and the CEO from liability for the financial year 2023.
Election of board members and auditor
The AGM resolved that the Board of Directors shall consist of five ordinary board members without deputies.
For the period until the end of the next annual general meeting the AGM re-elected the present board members Mads Jørgensen, Christopher Bergstresser, Carl Falkenberg, Nora Henriksson and Tord Steinsvik. Mads Jørgensen was re-elected as chairman of the Board of Directors.
The AGM resolved to re-elect the registered accounting firm MOORE Allegretto AB as auditor for the period until the next annual general meeting. MOORE Allegretto AB has informed that Patrik Ekenberg will remain as auditor in charge.
Remuneration to the Board of Directors and auditor
The AGM resolved that remuneration to the Board of Directors shall be paid with SEK 200,000 to the chairman of the Board of Directors and SEK 100,000 to each of the other members.
The AGM resolved that remuneration to the auditor shall be paid according to approved invoice in accordance with customary billing standards.
Resolution on implementation of qualified employee stock option program for board members
The AGM resolved, in accordance with the major shareholders proposal, on A) implementation of a qualified employee stock option program for board members, B) issue of warrants as hedging arrangement and C) approval of transfer of warrants. The employee stock option program comprises of a maximum of 40,637,140 employee stock options. Each employee stock option entitles the holder to acquire one (1) new share in the Company at an exercise price corresponding to the volume-weighted average price of the Company's share on Nasdaq First North Growth Market during a period of two weeks after the Company's AGM 2024. The employee stock options may be exercised to subscribe for shares in the Company during the period from 1 July 2027 to 30 September 2027.
Resolution on implementation of qualified employee stock option program for certain employees
The AGM resolved, in accordance with the Board of Directors’ proposal, on A) implementation of a qualified employee stock option program for certain employees, B) issue of warrants as hedging arrangement and C) approval of transfer of warrants. The employee stock option program comprises of a maximum of 24,209,360 employee stock options. Each employee stock option entitles the holder to acquire one (1) new share in the Company at an exercise price corresponding to the volume-weighted average price of the Company's share on Nasdaq First North Growth Market during a period of two weeks after the Company's AGM 2024. The employee stock options may be exercised to subscribe for shares in the Company during the period from 1 July 2027 to 30 September 2027.
Resolution regarding authorisation for the Board of Directors to decide on new issues of shares, warrants and/or convertibles
The AGM resolved to authorise the Board of Directors to resolve, for the period until the end of the next annual general meeting, at one or more occasions and with or without deviation from the shareholders’ preferential rights, to issue new shares, warrants and/or convertibles. The issue may be made against payment in cash, in kind or by set-off, or otherwise with conditions. The number of shares that may be issued by virtue of the authorisation shall not be limited in any other way than what follows from the limits for the share capital and the number of shares in the articles of association applicable from time to time.
