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Beskrivning
| Land | Sverige |
|---|---|
| Lista | First North Stockholm |
| Sektor | Hälsovård |
| Industri | Bioteknik |
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The shareholders of Klaria Pharma Holding AB (publ), org.nr 556959-2917, are hereby invited to attend the Annual General Meeting to be held on 26 May 2026 at 10.00 a.m. CET at Advokatfirman Glimstedt's Stockholm office, Sturegatan 46 in Stockholm.
Registration and registration
Shareholders who wish to participate in the meeting must:
- be entered in the share register maintained by Euroclear Sweden AB on 18 May 2026, and
- notify the company of their intention to participate no later than 20 May 2026 by post at Klaria Pharma Holding AB, Virdings Allé 2, 754 50 Uppsala, Sweden, by telephone 08-446 42 99 or by e-mail info@klaria.com. The notification must include full name, personal identity number or organisationnumber, shareholding, address, telephone number and information about any assistants and, where applicable, information about deputies. In addition, complete authorisation documents such as a certificate of registration and power of attorney must be attached to the notification.
Shareholders whose shares are registered in the name of a nominee must, in addition to giving notice of participation in the Annual General Meeting, have their shares re-registered in their own name so that the shareholder is included in the presentation of the share register as of 18 May 2026 in order to be entitled to participate in the Meeting. Such registration may be temporary (so-called voting rights registration) and is requested from the nominee in accordance with the nominee's procedures at such time in advance as determined by the nominee. Voting rights registrations made by the nominee no later than 20 May 2026 will be taken into account in the preparation of the share register.
Suggested agenda
- Opening of the meeting.
- Election of Chairman of the Meeting.
- Preparation and approval of the voting list.
- Election of at least one person to verify the minutes.
- Approval of the agenda.
- Determination of whether the meeting has been duly convened.
- Presentation of the Annual Report and the Auditor's Report as well as the Consolidated Financial Statements and the Auditor's Report on the Group.
- Resolution on adoption of the income statement and balance sheet as well as the consolidated income statement and consolidated balance sheet.
- Resolution on the appropriation of the company's profit in accordance with the adopted balance sheet.
- Resolution regarding discharge from liability for the members of the Board of Directors and the CEO.
- Election of members of the Board of Directors and Chairman of the Board.
- Election of auditor.
- Resolution on fees to be paid to the Board of Directors and the auditors.
- Resolution on authorization for the Board of Directors to increase the share capital.
- Closing of the meeting.
Proposals for decision
Election of Chairman of the Meeting (item 2)
The Board of Directors proposes Maria Lindegård Eiderholm, Attorney-at-Law, of Advokatfirman Glimstedt, as Chairman of the 2026 Annual General Meeting, or, if she is unable to attend, the person appointed by the Board of Directors instead.
Appropriation of the company's result (item 9)
The Board of Directors proposes that the profit for the year be carried forward.
Election of the Board of Directors and auditor and resolution on fees (items 11-13)
The Board of Directors proposes re-election of all Board members Fredrik Hübinette (Chairman of the Board), Scott Boyer and Anders Jacobson.
The Board of Directors proposes re-election of auditor Azets Revision & Rådgivning with Per Hammar as auditor in charge.
The Board of Directors proposes that the remuneration to the Board of Directors shall be SEK 200,000 per Board member who is not employed by the company. Scott Boyer and Fredrik Hübinette are employed by the company, which means that remuneration to the Board of Directors shall only be paid to Anders Jacobson if the Annual General Meeting resolves to elect members of the Board of Directors in accordance with the proposal of the Board of Directors. Fees to the auditors are proposed to be paid in accordance with the invoices approved by the company.
Resolution on authorization for the Board of Directors to increase the share capital (item 14)
The Board of Directors proposes that the Annual General Meeting resolves on an authorization for the Board of Directors to, for the period until the next Annual General Meeting and on one or more occasions, resolve on the issue of new shares, warrants and/or convertibles. Payment may be made in cash or by contribution in kind, set-off or otherwise with conditions. The Company's share capital may be increased by an amount corresponding to 20 percent of the share capital and the number of shares in the Company as of the date on which the Board exercises the authorization. Deviation from the shareholders' preferential rights shall be accepted in situations where a directed issue is considered more suitable for the Company with regard to timing, commercial or similar reasons and to enable acquisitions.
The Board of Directors or a person appointed by the Board of Directors shall have the right to make such minor adjustments to the above resolutions as may prove necessary in connection with the registration of the resolution.
A valid resolution requires that the proposal is supported by shareholders representing at least two-thirds (2/3) of both the votes cast and the shares represented at the meeting.
Documents for the meeting
Klaria Pharma Holding AB's Annual Report and Auditor's Report, proxy form and other proposals for resolutions will be available at the company's offices (address and telephone as above) and on the company's website www.klaria.com no later than May 5, 2026. The documents will be sent free of charge to shareholders who so request.
Other
At the time of issuing this notice, there are a total of 245,976,152 outstanding shares and votes in the company. The company does not hold any own shares.
According to Chapter 7. Section 32 of the Swedish Companies Act, the Board of Directors and the CEO shall, if any shareholder so requests and the Board of Directors considers that it can be done without material harm to the company, provide information at the Annual General Meeting on circumstances that may affect the assessment of an item on the agenda and circumstances that may affect the assessment of the company's financial situation. The duty of disclosure also covers the company's relationship with other group companies, the consolidated financial statements and such matters regarding subsidiaries as referred to in the previous sentence.
For information on how your personal data is processed, please see https://www.euroclear.com/dam/ESw/Legal/Integritetspolicy-bolagsstammor-svenska.pdf
Stockholm, April 2026
KLARIA PHARMA HOLDING AB (publ)
Board of Directors