Report from the annual general meeting in Northgold AB
The annual general meeting 2023 in Northgold AB (the "Company") was held today, 12 June 2023, whereby the shareholders passed the following resolutions.
Adoption of the income statement and balance sheet
The annual general meeting resolved to adopt the income statement and balance sheet as well as the consolidated income statement and consolidated balance sheet.
Allocation of result
The annual general meeting resolved that all funds available to the annual general meeting shall be carried forward.
Discharge from liability
The members of the board of directors and the CEO were discharged from liability for the financial year 2022.
Election of the board of directors and auditor and remuneration
The annual general meeting resolved, in accordance with the proposal from the shareholder Magnus Minerals Oy, that the board of directors shall consist of four board members without deputy board members. It was further resolved that the Company shall have a registered accounting firm as auditor.
Furthermore, it was resolved, in accordance with the proposal from the shareholder Magnus Minerals Oy, that an aggregate annual fee of SEK 600,000 shall be paid to the board members, of which SEK 240,000 to the chairman of the board of directors and SEK 120,000 to each of the other board members elected by the annual general meeting. It was resolved, in accordance with the proposal from the shareholder Magnus Minerals Oy, that the auditor's fee shall be paid in accordance with approved invoice.
The annual general meeting resolved, in accordance with the proposal from the shareholder Magnus Minerals Oy, to re-elect Timo Mäki, Roberto Garcia Martinez and Henrik Löfberg and to elect Benny Mattsson as members of the board of directors. Roberto Garcia Martinez was elected chairman of the board of directors.
Baker Tilly MLT Kommanditbolag was re-elected as auditor. Baker Tilly MLT Kommanditbolag has informed the Company that the authorised public accountant Stein Karlsen will be the auditor in charge.
Resolution to issue performance shares to the Company's CEO
The annual general meeting resolved, in accordance with the board of directors' proposal, to issue performance shares to the Company's CEO, Mitchell Vanderydt. The complete proposal is included in the notice to the annual general meeting which was published on 11 May 2023.
Issue authorisation
The annual general meeting resolved, in accordance with the board of directors' proposal, to authorise the board of directors to, on one or several occasions until the next annual general meeting, with or without deviation from the shareholders' pre-emptive rights, against payment in cash, non-cash consideration or through set-off, resolve on new issues of shares, convertibles or warrants corresponding to 20 percent of the total number of shares in the Company as of the date of the annual general meeting 2023.
For further information, please contact:
Mitchell J. Vanderydt, CEO, Northgold AB
E-mail: [email protected]