Notice of Annual General Meeting of Implantica AG

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The depository receipt holders of Implantica AG, reg. no. FL-0002.629.889-3, are hereby invited to attend the annual general meeting to be held on Wednesday, May 22, 2024, at 14:30 at Hotel Kommod, Industriering 14, 9491 Ruggell, Liechtenstein.
Right to participate and notice
Anyone wishing to attend the annual general meeting must:           
When giving notification to attend, please specify the SDR holder's name, personal identity or company registration number, address, telephone number and the number of any representative (no more than two).           
If SDR holders are represented by a proxy, a written and dated power of attorney signed by the SDR holder must be issued to the proxy. The power of attorney must not be older than one year, unless a longer validity term (maximum five years) has been stipulated. Anyone representing a legal entity must present a copy of the registration certificate or other document demonstrating the signatory's authority to sign for the legal entity. In order to facilitate registration at the annual general meeting, the power of attorney as well as the registration certificate and other authorization documents should be received by the company at the above address by May 14, 2024, at the latest
In order to facilitate registration at the annual general meeting, the power of attorney as well as the registration certificate and other authorization documents should be received by the company at the above address by May 14, 2024, at the latest
Holders of depository receipts who hold their receipts through nominees (Sw. förvaltare), such as a bank, must request a temporary registration of the voting rights in their own name in the share register kept by Euroclear Sweden (so called voting right registration) in order to be able to participate at the annual general meeting. Holders of depository receipts who want to obtain such registration must contact the nominee regarding this in advance of May 9, 2024.
Proposed agenda           
           a.  Election of the Chairman of the Board of Directors
           b.  Election of the Vice-Chairman of the Board of Directors
           c.  Election of the members of the Board of Directors
Resolution proposals and Elections
The following agenda items are scheduled for the Annual General Meeting ("AGM"):
8. Resolution and adoption of the statutory financial statements and the consolidated financial statements of Implantica AG
Proposal of the Board of Directors:
Approval of the annual report 2023 consisting of the statutory financial statements and the consolidated financial statements of Implantica AG, acknowledging the reports of the auditors.
9. Resolution on the net result in accordance with the adopted balance sheet
Proposal of the Board of Directors: Carry forward of the net loss for the financial year 2023 in accordance with the adopted balance sheet and to no payment of dividend.
10. Resolution on discharge of the Board of Directors, Executive Management and the Auditors
Proposal of the Board of Directors:
11. Resolution on approval of remuneration of the Board of Directors and Executive Management
Proposal of the Board of Directors:         
12. Election of the Board of Directors and the Chairman and Vice-Chairman of the Board of Directors
The Board of Directors of the company currently consists of five ordinary members. It is proposed to re-elect all current board members for the period until the end of the next annual general meeting including the re-election of Liselott Kilaas as Chairman and Johan Bojs as Vice-Chairman.
Proposal of the Board of Directors:            
13. Election of members and Chairman of the Nomination and Remuneration Committee
Proposal of the Board of Directors:
Re-election of Johan Bojs as Chairman and Klaus Neftel as member of the Nomination and Remuneration Committee for a term of office until completion of the next Annual General Meeting of shareholders.
14. Election of the independent proxy
Proposal of the Board of Directors:
Re-election of Philipp Wanger, Attorney-at-law, Neugasse 17, 9490 Vaduz, Liechtenstein as independent proxy until the next annual general meeting of shareholders.
15. Election of the auditors
Proposal of the Board of Directors:
Re-election of KPMG (Liechtenstein) AG, Aeulestrasse 2, 9490 Vaduz, Liechtenstein as auditor for the financial year 2024.
Number of shares and votes in the company
Implantica AG has two classes of shares, class A and class B. The class A shares are listed on the Nasdaq First North Premier Growth Market, through Swedish Depository Receipts ("SDRs"). One SDR represents one class A share in Implantica AG. Each class A and class B share provide entitlement to one vote. The total number of class A shares in the company amounts to 58,111,537 shares with a nominal value of CHF 2.00 each (class A) and 1,125,000,000 class B shares with a nominal value of CHF 0.02 each (class B), therefore, the total number of votes in the company amounts to 1,183,111,537 votes. At the date of this notice, the company owns a total of 1,305 SDRs representing class A shares, which cannot be represented at the annual general meeting
At the date of this notice, the company owns a total of 1,305 SDRs representing class A shares, which cannot be represented at the annual general meeting
Information at the meeting
The board of directors and the CEO shall, if any SDR holder so requests and the board of directors believes that it can be done without material harm to the company, provide information regarding circumstances that may affect the assessment of an item on the agenda, circumstances which may affect the assessment of the company's or subsidiaries' financial position and circumstances that may affect the company's relation to other companies within the group. SDR holders who want to submit questions in advance may do so in writing by way of e-mail at [email protected]
SDR holders who want to submit questions in advance may do so in writing by way of e-mail at [email protected]
Documents
Complete proposals and statements, including the auditor's statement, as well as accounting documents and audit report for 2023, will be available at the company's offices on Aeulestrasse 45, 9490 Vaduz, Liechtenstein and on the company's website, www.implantica.com, no later than three weeks before the general meeting.
Minutes
The minutes of the annual general meeting will be available for review from the evening of June 11, 2024, at the latest at the company's headquarters, Aeulestrasse 45, 9490 Vaduz, Liechtenstein and on the company's website www.implantica.com.
Processing of personal data
For information on how your personal data is processed, see https://www.euroclear.com/dam/ESw/Legal/Privacy-notice-bolagsstammor-engelska.pdf.
Implantica AG
The Board of Directors
May 1, 2024
For further information, please contact:Nicole Pehrsson, Chief Corporate Affairs OfficerTelephone (CH): +41 (0)79 335 09 49[email protected]
Implantica is listed on Nasdaq First North Premier Growth Market in Stockholm.
The company's Certified Adviser is FNCA Sweden AB, [email protected]
The information was sent for publication, through the agency of the contact person set out above, on May 1, 2024, at 10:15 a.m. CEST.
About Implantica
Implantica is a medtech group dedicated to bringing advanced technology into the body. Implantica's lead product, RefluxStop™, is a CE-marked implant for the prevention of gastroesophageal reflux that will potentially create a paradigm shift in anti-reflux treatment as supported by successful clinical trial results. Implantica also focuses on eHealth inside the body and has developed a broad, patent protected, product pipeline based partly on two platform technologies: an eHealth platform designed to monitor a broad range of health parameters, control treatment from inside the body and communicate to the caregiver on distance and a wireless energising platform designed to power remote controlled implants wirelessly through intact skin. Implantica is listed on Nasdaq First North Premier Growth Market (ticker: IMP A SDB). Visit www.implantica.com for further information
com for further information
Newsroomhttps://www.implantica.com/media/media-kit
Media Contact:Implantica AGJuanita Eberhart, VP Marketing & AdvocacyM: +1 925-381-4581[email protected] 
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https://news.cision.com/implantica/r/notice-of-annual-general-meeting-of-implantica-ag,c3971514
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