The Annual General Meeting of Flerie AB (publ) reg. no. 559067-6820 (the "Company") has been held on 26 March 2026 and in particular the following resolutions were made.
Adoption of the annual report and the auditor's report
The Annual General Meeting resolved to approve the profit and loss statement and the balance sheet regarding the parent Company and the Group, appropriation of the profit in accordance with the Board of Directors proposal and not to distribute any dividends for the financial year 2025, as well as to discharge the CEO and Board members from liability.
Election of Board members and Chairman of the Board of Directors
As members of the Board of Directors it was resolved, in accordance with the proposal of the Nomination Committee, to re-elect Thomas Eldered, Cecilia Edström, Anders Ekblom and Jenni Nordborg, and to elect Holger Kissel as a new board member. Thomas Eldered was re-elected as the Chairman of the Board of Directors. It was resolved that the total remuneration for the Board of Directors (including remuneration for work in the Board's committees as set out below) shall amount to SEK 1,570,000 of which SEK 400,000 shall be paid to the Chairman of the Board of Directors and SEK 275,000 shall be paid to each of the other members of the Board. In addition, a remuneration of SEK 50,000 shall be paid to the Chairman of the Audit Committee, and a fee of SEK 20,000 shall be paid to the Chairman of the Remuneration Committee.
Election of auditor
The Annual General Meeting resolved, in accordance with the proposal of the Nomination Committee, to re-elect Ernst & Young AB as auditor for the period until the end of the next Annual General Meeting with Jennifer Rock-Baley as auditor in charge. The fees shall be paid in accordance with approved invoices.
Adoption of guidelines for remuneration to senior executives and approval of the remuneration report
The Annual General Meeting resolved, in accordance with the proposal of the Board of Directors, to adopt guidelines for remuneration to senior executives to remain in effect until further notice and to and to approve the remuneration report.
Adoption of principles for the appointment of and instructions for the Nomination Committee
The Annual General Meeting resolved, in accordance with the proposal of the Nomination Committee, to adopt principles for the appointment of and instructions for the Nomination Committee. The principles shall apply until the general meeting decides otherwise.
Authorisation for the Board of Directors to resolve on issues of shares, warrants and/or convertible bonds
The Annual General Meeting resolved unanimously, in accordance with the proposal of the Board of Directors, to authorise the Board of Directors to, on one or several occasions during the period until the next Annual General Meeting, with or without deviation from the shareholders' preferential rights, resolve on issues of shares, warrants and/or convertible bonds that comprise the issue of or conversion to ordinary shares corresponding to a dilution of a maximum of 10 percent of the share capital and the voting rights in the Company after dilution, based on the number of shares in the Company at the time of the Annual General Meeting. Payment for subscribed shares and/or convertible bonds shall be made in cash, in kind or by way of set-off.
Resolution on bonus issue with issue of new ordinary shares
The Annual General Meeting resolved unanimously, in accordance with the proposal of the Board of Directors, to increase the Company's share capital by SEK 23,172,704 through a bonus issue of 11,586,352 ordinary shares. The increase amount shall be obtained by transferring SEK 23,172,704 from non-restricted equity in accordance with the adopted balance sheet in the annual report for 2025. The Board of Directors was authorized to determine the final number of shares and the increase amount based on the actual number of outstanding shares in the Company as of the record date on 18 May 2026. The following conditions shall apply to the bonus issue. Each existing ordinary share on the record date for the bonus issue shall entitle to one (1) bonus share right. Seven (7) bonus share rights entitle the holder to one (1) new ordinary share. Any surplus bonus rights that do not correspond to whole bonus shares shall be sold by arrangement of the Company in accordance with Chapter 11, Section 9 of the Swedish Companies Act (2005:551). The sale shall be executed by a securities institution, and the proceeds of the sale shall accrue to the shareholders concerned. The new ordinary shares shall entitle to dividends for the first time on the record date for dividends that occurs immediately after the bonus issue has been registered with the Swedish Companies Registration Office.
Resolution on the termination of the share redemption programme and amendment of the Articles of Association
The Annual General Meeting resolved unanimously, in accordance with the proposal of the Board of Directors, to amend the Articles of Association in order to establish that the redemption programme shall be carried out for the final time in 2026.
For more information:
Ted Fjällman, CEO
Email: ir@flerie.com
Flerie in brief
Flerie is an active long-term life science investor, with a broad and diversified portfolio of innovative companies based on pioneering science. We invest in product development and commercial growth opportunities globally alongside other leading investors, focusing predominantly on private companies that are otherwise difficult to access. Flerie's active ownership model, broad network and resources support and accelerate the development of the portfolio projects, creating value for shareholders. Flerie AB's ordinary share is listed on Nasdaq Stockholm with the ticker FLERIE. For further information please visit www.flerie.com
