BrainCool AB (publ), reg. no. 556813-5957 (the “Company”) held its annual general meeting on June 26, 2024. The following resolutions were adopted.
 
Adoption of income statements and balance sheets, dividend and discharge from liability
The income statement and balance sheet as well as the consolidated income statement and consolidated balance sheet were adopted.
 
The general meeting further resolved, in accordance with the board of directors’ proposal, that no dividend shall be paid to the shareholders and that the Company’s funds available for distribution shall be carried forward.
 
The general meeting resolved to discharge the members of the board of directors, with the exception of Martin Waleij, from liability for their management of the Company’s affairs during the preceding financial year. Martin Waleij was not discharged from liability in respect of his management of the Company’s affairs during the preceding financial year.
 
Board of directors and auditors
The annual general meeting resolved, in accordance with the proposal from shareholders, that the board of directors shall consist of five (5) ordinary board members without deputies. Hans Henriksson and Oscar Engellau were re-elected and Klaus Bratlie, Jens Lindberg and Michelle Hessius were elected as new members of the board of directors for the period until the end of the next annual general meeting. Roger Henriksson declined re-election. Hans Henriksson was re-elected as chairman of the board of directors. Furthermore, Öhrlings PricewaterhouseCoopers AB was re-elected as auditor for the same period. Johan Rönnbäck will continue as auditor in charge.
 
The annual general meeting resolved that the fees to the board members and auditor shall be paid in accordance with the proposal from shareholders, as follows; Remuneration to the board members elected by the annual general meeting shall be paid in the amount of six (6) price base amounts to the chairman of the board and in the amount of three point five (3.5) price base amounts to each of the other board members, and that fees to the auditor shall be paid as per approved invoices in accordance with customary charging principles.
 
Resolution on the establishment of principles for the appointment of a nomination committee and its work
The annual general meeting resolved, in accordance with the board of directors proposal, to adopt principles for the appointment of a nomination committee and its work. The instructions shall apply until the general meeting decides to adopt new instructions.
 
Resolution on authorisation for the board of directors to decide on the issue of warrants
The annual general meeting resolved, in accordance with the board of directors’ proposal, to authorize the board of directors to, during the period until the next annual general meeting and with deviation from the shareholders' preferential rights, decide on the issue of warrants to the European Investment Bank ("EIB”) in connection with utilization of a granted loan facility.
 
The complete proposals for resolutions are included in the notice for the annual general meeting.