Report from the annual general meeting in Wyld Networks AB
The annual general meeting 2022 in Wyld Networks AB ("Wyld Networks" or the "Company") was held today, 7 June 2022, whereby the shareholders passed the following resolutions. The meeting was held by postal voting, without physical participation.
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 profits
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 2021.
Election of the board of directors and auditor and remuneration
The annual general meeting resolved, in accordance with the proposal from the shareholder Tern PLC, 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 Tern PLC, that an aggregate annual fee of SEK 850,000 shall be paid to the board members, of which SEK 350,000 to the chairman of the board of directors and SEK 250,000 to each of the other board members elected by the annual general meeting. Albert Sisto has informed the Company that he will waive his board fee. It was resolved, in accordance with the proposal from the shareholder Tern PLC, 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 Tern PLC, to re-elect Mats L. Andersson, Mats R. Andersson, Albert Sisto and Henrik Hedelius as members of the board of directors. Mats L. Andersson was re-elected as chairman of the board of directors.
Mazars AB was re-elected as auditor. Mazars AB has informed the Company that the authorized public accountant Åsa Andersson Eneberg will be the auditor in charge.
Option program 2022/2032
The annual general meeting resolved, in accordance with the board of directors' proposal, to implement a long-term incentive program for Wyld Networks Group employees, a directed issue of warrants and approval of transfer of warrants for the fulfillment of the Company's obligations under Option Program 2022/2032. The complete proposal for Option Program 2022/2032 can be found in the notice of the annual general meeting 2022 that was made public on 6 May 2022.
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 our 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 2022.
The reason to authorise the board of directors to have the possibility to resolve on new issues without preferential rights for the shareholders as described above is primarily for the purpose of being able to raise new capital, to increase the Company's flexibility and strengthen the Company's own funds or to be able to carry out acquisitions.
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