Bifogade filer
NOTICE OF ANNUAL GENERAL MEETING OF QLUCORE AB (publ)
Prenumeration
Beskrivning
| Land | Sverige |
|---|---|
| Lista | First North Stockholm |
| Sektor | Hälsovård |
| Industri | Medicinteknik |
Notice is hereby given to the shareholders of Qlucore AB (publ) (Registration number 556719-3528) that the Annual General Meeting will take place on Tuesday, September 10, 2024, at 11.00 a.m. CET at the company’s office in Lund. Registration starts at 10.45 a.m.
Right to participate in the Annual General Meeting and notice of participation
A shareholder who wishes to participate in the Annual General Meeting must be recorded in the share register maintained by Euroclear Sweden AB on Monday, September 2, 2024, and report their participation no later than Tuesday, September 3, 2024, to info@qlucore.com.
Nominee-registered shares
In addition to providing notification of participation as described above, a shareholder whose shares are held in the name of a nominee must register its shares in its own name so that the shareholder is recorded in the share register relating to the circumstances on September 2, 2024. The registration may be temporary (so-called voting right registration) and is requested from the nominee in accordance with the nominee’s procedures. This means that the shareholder must notify the nominee in ample time. A voting right registration completed no later than the second banking day after September 2, 2024, is considered when preparing the register of shareholders.
Proxy
If shareholders vote by proxy, a written and dated power of attorney signed by the shareholder must be presented by the proxy. If the power of attorney is issued by a legal entity a copy of the registration certificate or equivalent for the legal entity must also be attached. Power of attorney may be valid for a maximum of one year from issuance. Power of attorney and/or proof of registration must be sent to the company at the address below no later than Tuesday, September 3, 2024. Power of attorney forms are available upon request.
Address: Qlucore AB, Scheelevägen 17, 223 70 Lund.
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Proposed agenda
1. Opening of the Annual General Meeting and election of Chairman for the Annual General Meeting
2. Preparation and approval of the voting register
3. Election of one or two persons to attest the minutes
4. Determination whether the Annual General Meeting has been duly convened
5. Approval of the agenda for the Annual General Meeting
6. Presentation of the annual report and the Auditor’s report, as well as the consolidated annual report and the Auditor’s report for the group
7. Resolution on
a) the adoption of the income statement and the balance sheet as well as the consolidated income statement and the consolidated balance sheet;
b) allocation of the company’s profit according to the adopted balance sheet; and
c) discharge from liability for members of the Board of Directors and the CEO
8. Determination of compensation to the Board of Directors and the Auditors
9. Election of members of the Board of Directors and Auditors
10. Election of members to the election committee
11. Other
12. Closing of the Annual General Meeting
Proposed resolutions
Item 1 – Opening of the Annual General Meeting and election of Chairman for the Annual General Meeting
The Nomination Committee proposes that the Chairman of the Board of Directors, Pia Gideon, is appointed Chairman of the 2024 Annual General Meeting.
Item 7 (b) – Allocation of the company’s profit according to the adopted balance sheet
The board of Directors proposes that the Company's results be carried forward.
Item 8 – Determination of compensation to the Board of Directors and the Auditors
The Nomination Committee proposes that the board fee should remain unchanged and be paid at SEK 110,000 per year to each board member. Furthermore, it is proposed that the remuneration to the Chairman should be paid in an amount that is 2.4 times as large as the remuneration to ordinary members, i.e., SEK 264,000 per year. The CEO does not receive any remuneration as a board member. Furthermore, it is proposed that the Board of Directors get access to a fee of SEK 30,000 to be distributed among members of the audit committee. The Nomination Committee proposes that the Auditor's fee be paid according to an approved invoice.
Item 9 – Election of members of the Board of Directors and Auditors
The Nomination Committee proposes re-election of the Board members Pia Gideon (Chairman), Magnus Fontes, Thoas Fioretos, Carl-Johan Ivarsson, Boel Sundvall, Helle Fisker and Lars Höckenström for the time up to the end of the Annual General Meeting 2025.
The Nomination Committee proposes re-election of the auditing company PWC for the period until the end of the Annual General Meeting in 2025.
Item 10 – Election of members to the Nomination Committee
The Nomination Committee proposes that the Annual General Meeting instructs the Chairman of the board to contact the four largest registered shareholders based on shareholder statistics as of December 31, 2024, each of whom is offered to appoint a member to form a Nomination Committee together with the Chairman of the board for the period until a new Nomination Committee is appointed according to the mandate from the next annual general meeting.
If the Chairman of the board, directly or through the company, should be one of the four largest shareholders, the Nomination Committee shall consist of the Chairman of the board and the three members appointed by the other three largest shareholders. Where one or more shareholders refrain from appointing a member of the Nomination Committee, one or more of the next three shareholders in ownership must be offered to appoint a member of the Nomination Committee. The Chairman of the Nomination Committee shall be the member appointed by the owner with the largest number of votes, unless the members agree otherwise.
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Lund, August 2024
Qlucore AB
The Board of Directors