Business

Vitrolife Shareholders Convene for the Annual General Meeting: Enhancing Future Prospects through Strategic Agendas

GOTHENBURG, Sweden, April 4, 2024 /PRNewswire/ — Shareholders of the esteemed biotechnology firm, Vitrolife AB (publ), identified by the corporate identity number 556354-3452 (hereinafter referred to as "the Company"), are cordially invited to partake in the forthcoming Annual General Meeting (AGM). This significant gathering is scheduled for Thursday, April 25, 2024, at the Elite Park Avenue Hotel, located at Kungsportsavenyn 36-38, Gothenburg, Sweden. The entrance will be accessible from 3:30 pm, with the meeting officially commencing at 4:00 pm.

Prior to the AGM, precisely four weeks in advance, the Company plans to release its Annual and Sustainability Report for the year 2023. Honoring environmental sustainability practices, Vitrolife AB (publ) has made the decisive switch from printed annual reports to exclusively digital formats. Shareholders and all interested parties can effortlessly download the report from the Company's well-established website at www.vitrolifegroup.com, where a comprehensive selection of financial documents and press releases are made available. Understanding and questions regarding this transition are welcome via phone at +46 31 721 80 00, or via email at [email protected].

Streamlined Registration and Voting Procedures

Prospective participants of the AGM are required to satisfy a two-fold criterion to secure their attendance:

Firstly, shareholders must be registered in the share ledger maintained by Euroclear Sweden AB as of April 17, 2024. Secondly, they must declare their intention to attend by notifying the Company no later than April 19, 2024. Attendance notifications can be made through the ubiquitous www.vitrolifegroup.com, by traditional post addressed to the Company c/o Euroclear Sweden AB, Box 191, 101 23 Stockholm, Sweden, or by telephone at +46 (0)8 402 58 74.

Upon notification, shareholders are asked to provide full identifying details such as personal or organization numbers, shareholding specifics, and contact information. Those electing to vote by proxy should accompany their notification with a proxy form, downloadable from the Company's website. Legal entity representatives must present verifiable documentation of authorized signatories.

Notably, shareholders with nominee-registered shares must arrange to have the shares temporarily re-registered in their own name to be eligible to partake in the AGM. Alongside the notification of attendance, these shareholders should ensure re-registration by April 17, 2024, to be included in the share register.

Reinforcing Governance through Postal Voting

In line with contemporary corporate governance practices, Vitrolife AB (publ) accommodates postal voting for shareholders unable to attend in person. Accessible on the Company's website, the postal voting form must reach Euroclear by April 19, 2024. As an alternative to physical mailing, electronic voting via BankID is also available at https://anmalan.vpc.se/EuroclearProxy/.

It is imperative to note that postal votes can only be accepted without specific instructions or conditions. However, should a postal voter choose to physically attend the AGM, their postal vote will remain valid unless they partake or retract their vote during specific on-site voting procedures.

Agenda Framework: A Roadmap for Progression

The AGM's schedule of proceedings encompasses the following pivotal points:

1. Inauguration of the meeting.
2. Nomination of the meeting's chairman.
3. Ratification and endorsement of the voting list.
4. Authorization of the caucus's agenda.
5. Selection of individual(s) to collate the minutes in partnership with the chairman.
6. Verification of the regulatory convening of the meeting.
7. CEO's enlightening address.

Detailed Financial and Audit Disclosures

Subsequently, the presentation of the annual accounts, audit reports, both standalone and consolidated, as well as the auditor's confirmation regarding adherence to executive remuneration guidelines since the last AGM, will be conducted. Post-disclosures, resolutions surrounding the adoption of fiscal statements, allocation of profits, and absolution of the Board and CEO from liability will be decided.

Election Committee's Recommendations & Executive Compensation

Paramount discussions revolve around the Election Committee and Board compositions, including the crucial election of Board members, the Chairman of the Board, and the firm’s auditors. A proposal is set forth for the Board to be comprised of five members, with a suggestion for reduced cumulative remuneration, complemented by an increment for Audit Committee responsibilities.

The Committee advocates for the re-election of current members Lars Holmqvist, Pia Marions, Henrik Blomquist, Karen Lykke Sørensen, and Chairman Jón Sigurdsson. Deloitte is the suggested auditing firm, reinforcing continuity in the Company’s financial scrutiny.

Next Steps in Corporate Governance

Of significant interest is the proposal for the Election Committee's mandate for the 2025 AGM. The methodology involves appointing a new Committee by the Board with the major shareholders’ involvement to ensure a well-rounded representation in the forthcoming governance decisions.

Fostering Growth Through Shareholder Empowerment

The AGM will address authorities granted to the Board, which include sanctioning of share issuance and acquisition. These measures are cushioned by stringent conditions and thresholds, adhering to legal stipulations and shareholder interests, aimed at facilitating company expansions and safeguarding capital flexibility.

Executive Compensation and Long-Term Incentives

The Board fashionably proposes an approval for the 2023 remuneration report, maintaining transparency and alignment with corporate regulations. Additionally, a detailed rendering of the Long-Term Incentive Program 2024 (LTIP 2024) surfaces, including performance shares allocation conditioned on continued employment and fulfillment of performance targets.

LTIP 2024: An Investment in Human Capital

The framework of LTIP 2024 advocates for the allocation of performance shares to select key employees across various nations representing the Vitrolife Group's global footprint. The program mechanizes incentives aligning employee interests with the long-term enhancement of shareholder value.

A representation of the LTIP 2024 structure delineates the maximum number of shares allotted to each leadership category, totaling a maximum of 400,000 shares. This calculated measure is intent on invigorating the dedication of pivotal staff members.

Warrant Issuance and Share Transfer Agreements

In tandem with LTIP 2024, the proposal includes the issuance of warrants and consent to share transfers to encourage participation. This component of the plan not only ensures a methodical dispensation of Performance Shares but also mitigates financial implication through pre-established hedging agreements.

A Pledge of Stewardship and Efficiency

Concluding the agenda is a compelling argument by the Board advocating for LTIP 2024. This proposal harmonizes the strategic vision of employees with shareholder prosperity, underpinning the commitment to steer the Company towards unprecedented growth. The proposed incentive plan manifests the Board's commitment to securing Vitrolife’s competitive edge and incentivizing substantial contributions from its talent pool.

Additional details of the aforementioned programs find their place in the Company’s annual report and are comprehensively detailed in the provided documents which, along with the accounts and auditor’s report, are disclosed on the Company’s website at www.vitrolifegroup.com.

Personal Data Protection and Transparency

As an embodiment of corporate responsibility and adherence to data privacy, Vitrolife AB (publ) outlines the process of personal data management in alignment with global best practices. Stakeholders are enfranchised with the knowledge of their data handling through accessible protocols detailed on the Company's website.

Official PR Contact information, including details to reach Jón Sigurdsson, Chairman of the Board, and Patrik Tolf, CFO, are made available. This international translation of their Swedish notice, though precise, asserts the original text as the definitive version should discrepancies arise.

For the full notice and accompanying documents, visit Cision News or directly access the announcement at https://news.cision.com/vitrolife-ab--publ-/r/correction--notice-to-attend-the-annual-general-meeting-of-vitrolife-ab--publ-,c3956861.

In summary, Vitrolife AB (publ) stands committed to progressive corporate governance, transparent shareholder relations, and steadfast environmental responsibility. With precise planning, strategic resolutions, and consideration for the inclusivity of all stakeholders, the Annual General Meeting not only reflects the current achievements but also lays a solid foundation for the future trajectory of the Company. As all eyes turn to Gothenburg on April 25, 2024, Vitrolife AGM continues to be a paragon of corporate leadership and strategic foresight.

Every document cited is hosted on the Company's website or indicated sources, ensuring that shareholders have access to all necessary information to participate actively and informatively in the AGM. As Vitrolife AB (publ) ambitiously moves towards another year, it invites its investors to be an integral part of shaping a sustainable and innovative future.

For those interested in further information, downloadable files are accessible at the following link: https://mb.cision.com/Main/1031/3956861/2712830.pdf

SOURCE: Vitrolife AB (publ)

Vitrolife AB (publ) eagerly anticipates the presence and participation of its valued shareholders and reaffirms its commitment to fostering a collaborative and transparent environment in which the growth and sustainability of the Company are the pinnacle priorities.