Information from annual general meeting 2023 in OmniCar Holding AB

OmniCar Holding AB held its annual general meeting today, 16 June 2023. The main resolutions passed at the meeting were as follows. More detailed information about the contents of the resolutions may be obtained from the complete notice of the annual general meeting and the complete proposals, which are available on the company’s website.

Adoption of the profit and loss statements and the balance sheets, disposition of the company’s earnings
The annual general meeting resolved to adopt the profit and loss statements and the balance sheet for the parent company as well as the consolidated profit and loss statement and the consolidated balance sheet for the group. The annual general meeting resolved to carry the company’s result forward.

Discharge from liability for the board members and CEO
The annual general meeting resolved to discharge the members of the board of directors and the CEO from liability for the financial year 2022.

Resolution on the composition of the board of directors and number of auditors

The annual general meeting resolved that the board shall be composed of four (4) directors with no deputy and that the company shall have one (1) auditor with no deputy.

Adoption of fees for the board of directors and the auditor
The annual general meeting resolved that, for the period up until the next annual general meeting, no remuneration shall be paid to the members of the board and that remuneration to the auditor should be paid according to fees approved by the company.

Election of board of directors and auditor
The annual general meeting resolved on re-election of board members Petra Bendelin, Mads Kjær and Kevin Magnussen, and new election of Henrik Lottrup as a new member of the board. Petra Bendelin was re-elected as chairman of the board.

Amendment of the articles of association
The annual general meeting resolved, in accordance with the board’s proposal, to amend the company’s articles of association by increasing the limits on the company’s share capital and the number of shares in the company. Through the resolution, the limits on the company’s share capital have increased from not less than SEK 7,500,000 and not more than SEK 30,000,000, to not less than SEK 15,000,000 and not more than 60,000,000. Through the resolution, the limits on the numbers of shares in the company have also increased, from not less than 75,000,000 shares and not more than 300,000,000, to not less than 150,000,000 shares and not more than 600,000,000.

Resolution on directed share issue
The annual general meeting resolved, in accordance with the board’s proposal, that the company shall issue a maximum of 6,125,000 shares with deviation from shareholders’ pre-emption rights. The subscription price is SEK 0.60 per share and the company can receive a maximum of SEK 3,675,000 if the issue is fully subscribed.

Approval of guarantee commitment

The annual general meeting resolved, in accordance with the board’s proposal, to approve the guarantee commitment between the company and MEKO Services AB.

Authorization for the board of directors to resolve on new issue of shares, warrants and/or convertibles

The annual general meeting resolved, in accordance with the board’s proposal, on authorization for the board of directors to resolve on new issue of shares, issue of convertibles and/or issue of warrants. Issue is possible with or without deviation from the shareholders’ preferential rights.

For more detailed information, please see the complete notice to the AGM and the complete proposals at the Company’s website, www.omnicarinvestor.com.