Establishment of Balance Sheet and Income Statement
The Annual General Meeting established the Balance Sheet, Income Statement, Consolidated Accounts and Financial report. It was resolved that the share premium reserve of SEK 850,995,958, accumulated result of SEK -372,380,198, and result for the year SEK -117,541,195, in total SEK 361,074,565, shall be carried forward.
The Board of Directors and auditors
The Annual General Meeting discharged the Board of Directors and the Chief Executive Officer from liability for the fiscal year 2014/2015. The resolution also included the Members of the Board and Chief Executive Officer who resigned during the year. The Annual General Meeting made a resolution that the Board shall consist of seven regular members without deputies. The Annual General Meeting re-elected the Board members Julian Aleksov, Bo Cederstrand, Horst Domdey, Alexander Kotsinas, Hans Sundin, Lars Bergkvist and Hans Liljeblad. Julian Aleksov was elected as Executive Chairman of the Board. Ernst & Young AB, with principal auditor Oskar Wall, was elected as auditors.
Remuneration to the Board and auditors
The Annual General Meeting established that a member of the Board, not employed by the company, shall receive remuneration amounting to SEK 150,000. The Chairman of the Board shall receive payment of SEK 175,000. Remuneration to a Board member may, by special agreement with Oasmia Pharmaceutical AB, be invoiced by a company wholly-owned by the Board member. In that case, the invoiced fee will be increased by the amount of social security contributions and VAT. Remuneration to the auditors shall be paid according to bill.
Guidelines for remuneration to senior managers
The Annual General Meeting approved the guidelines for remuneration to senior managers proposed by the Board.
The Annual General Meeting approved the proposal concerning criteria for the selection of a nomination committee for the Annual General Meeting 2016.
Amendment of the Articles of Association
Item four in the Oasmia Articles of Association was changed to “The share capital shall be not less than SEK 8,500,000 and not more than SEK 20,000,000. The number of shares shall be not less than 85,500,000 and not more than 200,000,000.”
The Board’s proposal for the authorization of repurchase and transfer the company´s own shares
The Annual General Meeting made a resolution to authorize the Board of Directors to resolve to repurchase, on one or several occasions prior to the next Annual General Meeting, as many shares as may be purchased without the company’s holding at any time exceeds 10 per cent of the total number of shares in the company. The shares shall be purchased on NASDAQ Stockholm and only at a price within the price range registered at any given time, i.e. the range between the highest bid price and the lowest offer price.
The Board of Directors was also authorized to resolve, on one or several occasions during the period until the next annual general meeting, to transfer all shares held by the company, via NASDAQ Stockholm or in connection with the acquisition of companies, businesses or parts thereof on market terms, however, not to a price lower than the current stock market value. Transfer of shares on the NASDAQ Stockholm may be made at a price within the price range registered at any given time, i.e. the range between the highest bid price and the lowest offer price.
Authorization for the Board to propose new issue of share, warrants and convertibles
The Annual General Meeting made a resolution, in accordance with the proposal by the Board, to authorize The Board to, on one or several occasions for the period up to the next Annual General Meeting, resolve on an issue of shares, warrants and/or convertible instruments with or without deviation from the shareholders’ pre-emption rights and/or an issue in kind or an issue by way of set-off or otherwise on such terms and conditions as referred to in Chapter 2, Section 5, second paragraph, points 1-3 and 5, of the Swedish Companies Act. The board of directors shall however not be entitled to make resolutions which entail that the share capital is increased with more than SEK 2,000,000.
The new shares, warrants and/or convertible instruments shall, in the event of a deviation from the shareholders’ pre-emption rights, be issued at a subscription price which connects to the stock price at the time of the issue, decreased by a market rate discount that the board of directors deems necessary (if any).
About Oasmia Pharmaceutical AB
Oasmia Pharmaceutical AB develops new generations of drugs in the field of human and veterinary oncology. The company’s product development aims to create and manufacture novel nanoparticle formulations and drug-delivery systems based on well-established cytostatics which, in comparison with current alternatives, show improved properties, reduced side-effects, and expanded applications. The company’s product development is based on its proprietary in-house research and company patents. Oasmia is listed on NASDAQ Stockholm (OASM) and the Frankfurt Stock Exchange (OMAX, ISIN SE0000722365).