Qlife Holding AB held its annual general meeting on 28 May 2025. At the meeting, the following resolutions were made.
The English text is an unofficial translation. In case of any discrepancies between the Swedish text and the English translation, the Swedish text shall prevail.
Income statements and balance sheets as well as allocation of the company's profit or loss
The general meeting resolved to adopt the income statement and the balance sheet as well as the consolidated income statement and the consolidated balance sheet for the fiscal year of 2024. The meeting resolved, in accordance with the proposal of the board of directors, that no dividend is paid for the fiscal year of 2024 and that the company's funds available for distribution are carried forward.
Discharge from liability
The general meeting resolved to grant discharge from liability to all persons who have had the position of board member or CEO in the company during 2024.
Election and remuneration of the board of directors and auditor
The general meeting resolved that the board of directors shall consist of five (5) ordinary members without deputies and that one (1) registered auditing company is appointed as auditor until the end of the next annual general meeting.
The general meeting resolved to re-elect Flemming Pedersen, Lars Staal Wegner, Mikael Persson, Jørgen Drejer and Jacob Glenting as members of the board. The general meeting resolved to re-elect Flemming Pedersen as chairman of the board.
The general meeting resolved that the remuneration for the board of directors, for the period until the end of the next annual general meeting, shall be paid out with a total of SEK 75,000 to the chairman of the board and SEK 75,000 to each of the other board members who are not employed by the company.
The general meeting resolved to re-elect the registered audit company Göteborgs Revision Kommanditbolag as auditor in the company for the period until the end of the next annual general meeting and that remuneration to the auditor shall be paid in accordance with with customary norms and approved invoice. Göteborgs Revision Kommanditbolag as informed that the authorised auditor Mattias Olofson will be the principal auditor.
Warrant-based incentive programme for the company's board of directors through a directed issue of warrants
The general meeting resolved, in accordance with the shareholders' proposal, on the warrant-based incentive program Warrant Program 2025/2028 by issuance of warrants of series 2025/2028 to the company's board of directors (the "Participants").
No more than 375,000 warrants shall be issued to the company's board of directors. Subscription of the warrants shall be made no later than 28 May 2025, or the later date resolved by the board of directors. Payment of the warrants shall be made no later than 18 June 2025, or the later date resolved by the board of directors. The Participants shall pay a cash consideration amounting to the market value of the warrants at the time of subscription, which shall be determined by Optionspartner AB, or another independent valuation institute, using the Black & Scholes valuation model. According to a preliminary valuation, the market value of the warrants corresponds to approximately SEK 0.92 per warrant. Subscription of shares under the warrants may take place during the period from and including 1 August 2028 up to and including 30 September 2028. The premium per share shall be transferred to the free share premium reserve (Sw. fria överkursfonden). The subscription price per share shall be SEK 2.00. The maximum dilution effect of the program is approximately 2.92 per cent.
Authorisation for the board of directors to resolve on issue of shares, warrants and/or convertibles
The general meeting resolved to authorise the board of directors to, until the next annual general meeting, on one or more occasions, with or without deviation from the shareholder's preferential rights, resolve to increase the company's share capital by issue of shares, warrants and convertibles. The authorisation also includes the right to decide on payment for the issued shares by set-off, in kind or with other conditions
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For further information, please contact:
Thomas Warthoe
Chief Executive Officer (CEO)
Phone: +45 21 63 35 34
E-mail: tw@egoo.health
About Qlife
Qlife is a Swedish company based in Göteborg, which develops and markets an innovative medical technology platform, Egoo.Health ("Egoo"), with the goal of giving people access to clinical biomarker data when testing at home. The company is listed on the Nasdaq First North Growth Market (ticker: QLIFE). G&W Fondkommission is the Company's Certified Adviser. For additional information, please visit www.qlifeholding.com.
