Resolutions of the General Meeting of BioPorto A/S

GlobeNewswire Publicerad: 27 Apr 2023 16:14

April 27, 2023
Announcement no. 07

Resolutions of the General Meeting of BioPorto A/S

COPENHAGEN, DENMARK and BOSTON, MA, USA, April 27, 2023, (GLOBE NEWSWIRE) -- BioPorto A/S (BioPorto or Company) (CPH:BIOPOR) today held its General Meeting with the following results:

1)   The Board's report on the Company’s activities for the past year was noted by the General Meeting.

2)   The annual report was approved by the General Meeting and the result for the financial year 2022 was approved to be carried forward to the next financial year.

3)   The General Meeting granted discharge of liability to the Board of Directors and Executive Management.

4)   The General Meeting approved the Company’s Remuneration Report for the financial year 2022 by an advisory vote.

5)   The General Meeting approved the amended Remuneration Policy (as proposed in the convening notice).

6)   The General Meeting approved the proposed remuneration to the Board of Directors:

Cash remuneration
- Members of the Board of Directors – DKK 250,000
- Vice Chair of the Board of Directors – DKK 350,000
- Chair of the Board of Directors – DKK 500,000

Board members shall furthermore be entitled to remuneration for participation in committees of DKK 25,000 per committee with an overall maximum remuneration for participation in committees of DKK 50,000 per board member. The Chair and Vice Chair are not entitled to receive additional remuneration for participation in committees.

In respect of members of the Board of Directors that are not Danish tax residents, additional contributions will be paid to achieve tax equalization, whereby the relevant members of the Board of Directors are placed as if they were taxed only in the jurisdiction where they are tax resident. In case board members also hold officer or directorships in subsidiaries of the Company, the above mentioned fees and contributions constitute the aggregate maximum amounts payable for all officer or directorships held in the group.

The Board of Directors shall each receive 100,000 warrants in the financial year 2023. The Chair of the Board of Directors shall receive 200,000 warrants. The warrants issued to each board member shall be subject to conditions as set out in the convening notice.

7)   The General Meeting elected the following members to the Board of Directors: John McDonough, Don Hardison, Michael Singer, Jan Leth Christensen, Peter Mørch Eriksen and Ninfa Saunders.

8)   The General Meeting re-elected Deloitte Statsautoriseret Revisionspartnerselskab (“Deloitte”), company registration number 33963556, as the Company’s auditor.

9)   The General Meeting further approved the following proposals from the Board of Directors:

Proposals to renew the authorizations in article 17a and 17b of the Articles of Association to increase the Company’s share capital with and without pre-emptive rights at market value (see detailed terms in the convening notice).
Proposal to renew the authorization in Article 18 of the Articles of Association to issue warrants to employees and members of management. Additionally, it was approved to amend the scope of the authorization to allow issues of warrants to members of the Board of Directors of the company or its subsidiaries (see detailed terms in the convening notice).
Proposal to authorize the Chair of the General Meeting, with a right of substitution, to file the resolutions adopted with the Danish Business Authority and to make any such amendments as the Danish Business Authority may require in order to register or approve the resolutions adopted.

For investor inquiries, please contact:

Tim Eriksen, EU Investor Relations, Zenith Advisory, +45 4529 0000, [email protected]
Ashley R. Robinson, US Investor Relations, LifeSci Advisors, +1 617 430 7577, [email protected]

About BioPorto
BioPorto is an in vitro diagnostics company focused on saving lives and improving the quality of life with actionable biomarkers – tools designed to help clinicians make changes in patient management. The Company uses its expertise in antibodies and assay development, as well as its platform for assay development, to create a pipeline of novel and compelling products that focus on conditions where there is significant unmet medical need, and where the Company’s tests can help improve clinical and economic outcomes for patients, providers, and the healthcare ecosystem.

The Company’s flagship product, The NGAL Test^TM, is designed to aid in the risk assessment of Acute Kidney Injury (AKI), a common clinical syndrome that can have severe consequences, including significant morbidity and mortality if not identified and treated early. With the aid of The NGAL Test, physicians can identify patients potentially at risk of AKI more rapidly than is possible with current standard of care measurements, enabling earlier intervention and more tailored patient management strategies. The NGAL Test is CE marked and registered in several countries worldwide.

BioPorto has facilities in Copenhagen, Denmark and Boston, MA, USA. The shares of BioPorto A/S are listed on the Nasdaq Copenhagen stock exchange. For more information visit www.bioporto.com.

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2023 04 27 - Announcement no. 07

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