Shareholders are encouraged to submit a proxy with voting instructions prior to the general meeting, see Appendix 2. Shareholders that still wish to participate in the general meeting are encouraged to notify the Company as stipulated in Appendix 1.

Agenda:

1. Opening of the meeting

2. Election of a chairperson and a person to co-sign the minutes

The board proposes that chairman of the board, Jethro Holter is elected as chairperson of the meeting.

It is further proposed that a person participating in person at the general meeting signs the minutes together with the chairperson.

3. Approval of the notice and the agenda

The board proposes that the notice and the agenda for the general meeting are approved.

4. Share capital increase in connection with directed issue

On 1 July 2024, the Company announced that it had placed a successful directed issue towards certain shareholders in the Company, with gross proceeds of approximately NOK 4.97 million by issuance of new shares at a subscription price of NOK 0.75 per share, (the "Directed Issue"). Reference is made to the announcement by the Company for further information on the Directed Issue, which is available at the Company's websites and Spotlight Stock Market's information system for news.

As announced in the abovementioned press release, the subscription of shares
by one board member and the CEO of the Company in the Directed Issue is
contingent upon approval from an extraordinary general meeting in accordance
with the rules applicable for the Spotlight Stock Market (the "EGM Conditional
Issue"). Consequently, the EGM Conditional Issue will be carried out in a
separate tranche with gross proceeds of NOK 0.45 million. The EGM Conditional
Issue will be conducted on the same terms as the Directed Issue.
Accordingly, the board of directors proposes that the general meeting approves
a share capital increase in the Company of NOK 450,000 by issuance of 600,000
new shares at a subscription price of NOK 0.75, where board member Thorvald
Steen subscribes for 400,000 shares and CEO Ronny Hermansen subscribes for
200,000 shares.
The EGM Conditional Issue entails a deviation of existing shareholders' right
to subscribe for new shares in the Company. As further detailed in the press
release from the Company on 1 July 2024 regarding the Directed Issue and the
EGM Conditional Issue, the board of directors has carefully considered the
possibility of carrying out a rights issue as an alternative to the directed
issues, but have concluded that this would have entailed a significantly
longer completion period and thus exposure to share price fluctuations and may
lead to the Company losing the opportunity to make value-driving investments
as well as securing going concern. The board of directors has also assessed
that a preferential rights issue would require significant underwriting from a
consortium of guarantors, which would entail substantial costs and/or further
dilution for existing shareholders. A preferential rights issue would likely
also have been made at a lower subscription price, given the recent discount
levels for preferential rights issues in the market. The board of directors
specifically considers the EGM Conditional Issue necessary to help meet the
condition set for an innovation loan for which the Company has received a
conditional loan commitment. Further rationale is provided in the press
release.
On this background, the board of directors considers that the deviation of
existing shareholders' preferential rights is fair and that the EGM
Conditional Issue is in the Company's and shareholders' best interest.
Information on material events in the Company after the last balance sheet
date, including the Company's interim financial reports are announced and
available at the Company's websites as well Spotlight Stock Market's
information system for news.
On this background, the board of directors proposes that the general meeting
makes the following resolution:
(i)              The Company's share capital shall be increased by NOK 360,000
by issuance of 600,000 new shares, each with a nominal value of NOK0.60 (the
"EGM Conditional Issue").
(ii)            The new shares shall be issued at a subscription price of NOK
0.75 per share.
(iii)           The new shares shall be issued to Thorvald Steen (400,000
shares) and Ronny Hermansen (200,000 shares).
(iv)           Existing shareholders' preferential rights pursuant to section
10-4 of the Norwegian Limited Liability Companies Act are deviated from in
accordance with section 10-5 of the Norwegian Limited Liability Companies Act.
(v)            Subscription shall be made no later than 18 July 2024 on a
separate subscription form by Thorvald Steen and Ronny Hermansen,
respectively.
(vi)           Payment of the subscription amount shall be made no later than
19 July 2024 to the Company's bank account. 
(vii)         The new shares give right to dividend and other shareholders'
right in the Company from such date the share capital increase is registered
with the Norwegian Register of Business Enterprises.
(viii)        The Company's estimated costs in connection with the share
capital increase is approximately NOK 30,000.
(ix)           Section 4 of the articles of association is amended so that it
reflects the share capital and number of shares following the share capital
increase.

5. General authorisation to the board of directors to increase the share capital

Following the capital increase executed in connection with the Directed Issue,
the Company has utilized nearly the entire board authorization granted by the
ordinary general meeting on 14 May 2024. To ensure that the board retains
sufficient flexibility to raise additional capital until the ordinary general
meeting in 2025, it is proposed that the board be granted an authorization to
increase the Company's share capital by up to NOK 5,925,992, which corresponds
to approximately 20% of the Company's share capital following completion of
the Directed Issue and the EGM Conditional Issue.
The purpose of the authorisation is to provide the board of directors with
flexibility to issue new shares as, e.g., consideration in acquisitions and
other strategic transactions for the Company, as well as in strengthening the
Company's share capital.
To ensure that the authorization can be used in accordance with its purpose,
the board proposes that the authorization grants the board the right to
deviate from existing shareholders' preferential rights.
The board of directors proposes that the general meeting makes the following
resolution:
(i)              The board of directors is authorized pursuant to section 10
-14 (1) of the Norwegian Private Limited Companies Act to increase the
Company's share capital by up to NOK5,925,992. Subject to said limitation on
the aggregate amount, the authorization may be used on one or more occasions.
(ii)            The preferential rights of shareholders to the new shares
under section 10-4 of the Norwegian Limited Liability Companies Act may be set
aside, cf. section 10-5 of the Norwegian Limited Liability Companies Act.
(iii)           The authorisation covers share capital increases against
contributions in cash and contributions in assets other than cash. The
authorisation comprises the right to incur special obligations for the
Company, cf. section 10-2 of the Norwegian Limited Liability Companies Act as
well as decisions on mergers in accordance with section 13-5 of the Norwegian
Limited Liability Companies Act.
(iv)           The authorisation shall be valid until the next annual general
meeting in the Company, but not later than 30 June 2025.
(v)            With effect from the time of registration of this authority
with the Norwegian Register of Business Enterprises, the general authorisation
to the board of directors to increase the share capital by NOK 5,058,882
granted by the annual general meeting on 14 May 2024, is revoked, while the
authorisation to increase the share capital with NOK 2,023,550 shall remain in
force.

Copies of the Company's latest annual accounts, annual report and auditor report are available at the Company's offices as well as on the Company's website https://www.genetic-analysis.com/for-investors/.

Shareholders may appoint a proxy to attend and vote on their behalf. In this case a written and dated proxy must be provided. The enclosed proxy form may be used, ref. Appendix 2.

Oslo, 3. July 2024
On behalf of the board of directors in

Genetic Analysis AS
Jethro Holter
Chairperson of the board of directors

Appendices:

1. Registration form

2. Proxy form

For further information, please contact:

Ronny Hermansen, CEO

E-mail: rh@genetic-analysis.com

About Genetic Analysis:

Genetic Analysis AS (GA) is a science-based diagnostic company and pioneer in the human microbiome field with more than 15 years of expertise in research and product development. The unique GA-map® platform is based on a pre-determined multiplex targets approach specialized for simultaneous analysis of a large number of bacteria in one reaction. The test results are generated by utilizing the clinically validated cutting edge GA-map® software algorithm. This enables immediate results without the need for further bioinformatics work. GA's vision is to become the leading company for standardized gut microbiota testing worldwide, and GA is committed to help unlocking and restoring the human microbiome through its state-of-the-art technology. GA employs a team of highly qualified employees with scientific backgrounds and competence in sales, operations, bioinformatics, molecular biology, and bioengineering.

For more general information: www.genetic-analysis.com

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