Bioretec Ltd Company announcement
The Annual General Meeting of shareholders of
Treatment of profit or loss
The Annual General Meeting resolved, according to the proposal of the Board of Directors, to credit the loss of
Number of members of the Board of Directors, election of members of the Board of Directors and their remuneration
The Annual General Meeting resolved that the number of members of the Board of Directors shall be five (5).
The Annual General Meeting resolved that
The Annual General Meeting resolved that the following remuneration will be paid to the members of the Board of Directors for the term beginning at the end of the Annual General Meeting and ending at the end of the 2023 Annual General Meeting:
The Annual General Meeting resolved that the company may extend the consultancy agreement with
Election and remuneration of the auditor
The Annual General Meeting resolved to elect the auditing firm
Authorization of the Board of Directors to resolve on the issuance of shares and special rights entitling to shares
The Annual General Meeting resolved to authorize the Board of Directors to resolve on the issuance of shares, as well as the issuance of option rights and other special rights entitling to shares pursuant to Chapter 10 of the Finnish Companies Act, as follows:
Under the authorization, up to 5,000,000 shares (including the new shares to be issued based on the special rights) can be issued, which represents approximately 35 per cent of all outstanding company shares at the Annual General Meeting record date
The shares or special rights entitling to shares can be issued in one or more tranches, either against or without payment. The shares issued under the authorization can be new shares or shares in the company's possession.
The authorization can be used for the financing or execution of acquisitions or other business arrangements, to strengthen the balance sheet and financial position of the company, for implementing the company's share-based incentive plans, or for other purposes determined by the Board of Directors.
Under the authorization, the Board of Directors may resolve upon issuing new shares, without consideration, to the company itself.
The Board of Directors is authorized to resolve on all terms for share issues and granting of special rights entitling to shares in the company. The Board of Directors is authorized to resolve on a directed share issue and issuance of special rights entitling to shares according to the shareholders' pre-emptive rights and/or in deviation from the shareholders' pre-emptive right, provided that there is a weighty financial reason for the company to do so.
The authorization is valid until the end of the next Annual General Meeting, however, no longer than until
Granting option rights to the members of the Board of Directors
The Annual General Meeting resolved, according to the proposal of the Board of Directors, to grant Option Rights in accordance with the terms of the stock option plan 2020-1 entitling in aggregate to up to 106,666 new shares to members of the Board of Directors as set out below:
Subscriber |
Option sub-group 2020-1A up to |
Option sub-group 2020-1B up to |
Option sub-group 2020-1C up to |
Number of option rights in total up to | Amount of shares possible to be subscribed based on the option rights |
400,000 | 300,000 | 300,000 | 1,000,000 | 66,666 | |
300,000 | 300,000 | 600,000 | 40,000 |
Annual General meeting minutes
The meeting minutes of the Annual General Meeting will be available no later than
Resolutions of the organizing meeting of the Board of Directors
At the Organizing meeting, held after the Annual General Meeting on
Further enquiries:
Information about Bioretec
Bioretec is a globally operating Finnish medical device company that continues to pioneer the application of bioresorbable orthopedic implants. The company has built unique competencies in the biological interface of active implants to enhance bone growth and accelerate fracture healing after orthopedic surgery. The products developed and manufactured by Bioretec are used worldwide in approximately 40 countries.
Bioretec intends to introduce a new generation of bioresorbable materials with enhanced strength for improved surgical outcome. The new RemeOs(TM) product line is based on a magnesium alloy and hybrid composite. The RemeOs(TM) implants are resorbed and replaced by bone, which eliminates the need for removal surgery while facilitating fracture healing. The combination has the potential to make titanium implants redundant and help clinics reach their
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