Adoption of the income statement and the balance sheet
The general meeting resolved to adopt the income statement and the balance sheet for the financial year 2024, as presented in the annual report.
Allocation of the Company's result
The general meeting resolved, in accordance with the board of directors' proposal, that the accumulated loss of the Company be carried forward and that no dividend be paid for the financial year 2024.
Discharge from liability
The general meeting resolved to discharge from liability each of the members of the board of directors and the CEO for the financial year 2024.
Fees to the board members and the auditors
The general meeting resolved that fees shall be paid in the amount of two (2) price base amounts to the chairman of the board and in the amount of one (1) price base amount to each of the other ordinary board members, and that fees to the auditor shall be paid in accordance with approved invoices in accordance with standard charging principles.
Board of directors and auditors
The general meeting resolved that the board of directors shall consist of seven (7) board members without deputies and that the Company shall have one (1) authorized public accounting firm as auditor.
Fredrik Rosenqvist, Märta Lewander Xu, Markus Törmänen, Gustav Brismark, Paula Eninge, Svein-Egil Nielsen and Per Wijk were re-elected as board members until the end of the next annual general meeting. Furthermore, the general meeting re-elected the auditing firm Deloitte AB as auditor for the period until the end of the annual general meeting 2026. Authorized public accountant Maria Ekelund will continue as auditor in charge.
Nomination committee
The general meeting resolved, in accordance with the nomination committee's proposal, on unchanged guidelines for the work of the nomination committee and the forms for the appointment of the nomination committee.
Authorization for the board to decide on new issue of class B shares, convertibles and/or warrants
The general meeting resolved to authorize the board of directors to, on one or more occasions, during the period until the next annual general meeting, with or without deviation from the shareholders' preferential rights, resolve on a new issue of class B shares, convertible bonds and/or warrants entitling to conversion or subscription of new shares. Issuance in accordance with the authorization shall be made at market subscription price, subject to market issue discount where applicable.
Incentive programs
The general meeting resolved, in accordance with the board of directors' proposal, to implement an incentive program for employees through the issuance of so-called qualified employee stock options pursuant to Chapter 11 a of the Swedish Income Tax Act (1999:1229), also including resolutions on directed issue of warrants to secure delivery of the class B shares pursuant to the incentive program and approval of onward transfer of such warrants and/or class B shares ("KPO Employees Series 2025"). Entry into KPO Employees Series 2025 is free of charge.
The general meeting resolved, in accordance with the board of directors' proposal, to implement an incentive program for employees and key employees in the form of warrants which entitle the holder to subscribe for class B shares in the Company, also including resolutions on directed issue of warrants, as well as approval of onward transfer ("TO Employees Series 2025"). The incentive program TO Employees Series 2025 means that the person entitled to subscribe participates on market terms.
The incentive programs together comprise a maximum of 598,615 warrants and upon full exercise, this corresponds to a dilution of the total number of shares in the Company as of the notice date by approximately 1.86 percent (based on the total number of shares after exercise).
Complete proposals for the annual general meeting's resolutions are available on the Company's website, www.beammwave.com.
