Agilyx ASA (AGLX) Earnings Call Transcript

Good morning, everyone. Welcome to the Annual General Meeting of Agilyx. My name is Geir Evenshaug, I partner with law firm Schjodt. I've been asked to open the meeting and make a registration of attending -- participating shareholders and shares, and we have a total of approximately 48.4 million shares represented, which equals just in excess of 50% of the total share capital. The detailed summary and the summary of votes cast in each matter will be appended the minutes, which will be available as soon as practical poll after we close this general meeting. The meeting will be held in English. If anyone has any questions as we go along, just raise them in English or in Norwegian. We will waive a reading of all proposed resolutions. And by that, we move to Item 1 of the agenda, which is election of Chair of the Meeting and a person to cosign the minutes. The proposal is that I will chair the meeting. And I propose that my colleague, Ole Johannes Thue Jerving who is also present with me here cosign the minutes after the meeting. On this matter, we have no votes against. So I will then continue as the chair, and we move on to Item 2 on the agenda, which is approval of notice and the agenda. Unless there are any questions or comments to the agenda, we can confirm that we have no votes against. So the notice and the agenda has been approved. Item 3, the agenda is approval of the annual accounts and annual report for the financial year 2023, and that's the annual accounts and report. They have been made public as usual by NewsWeb and on the company's website. We have no votes against approval of the annual accounts and annual report. So that is 100% majority and hereby approved. Item 4 is just a matter for discussion and not approval separately. It's the Board's report on corporate governance. That report has been included in the annual report. Are there any questions or comments to the report on corporate governance? There are none. And as I said, that there is no separate votes of this Item, so we can then move on to Item 5 on the agenda, which is the approval of the Board's report on salary and other remuneration. And this report is the annual report prepared by the Board and the report was appended the calling notice and is also available on the company's website. And for clarity, the executives mentioned in Section 5 of the report terminated their employment, either voluntarily or by usual course. Are there any questions or comments to the report in Item 5? There are none. We have approximately 2.2 million votes against, which represents approximately 4.7% of shares represented, which means that we have a majority of approximately 95.3% and the report has been approved. Moving on to Item 6. It's the determination of remuneration to the Board of Directors. And this is a proposal by the Nomination Committee in accordance with the company's Articles of Association. Are there any questions or comments to the proposal by the Nomination Committee? There are none, and we have no votes against. So the proposal has been approved. Item 7 is remuneration to the members of the Nomination Committee. The proposal has been set out in the calling notice. Are any questions or comments to the proposed remuneration to the members of the Nomination Committee? There are none, and we have no votes against. The proposal has been approved, and we can move on to Item 8 on the agenda, which is another remuneration item. This is the remuneration to the company's auditor. Are there any questions or comments to the proposed remuneration to the auditor? There are none and we have no votes against and the remuneration has been approved. Item 9 is Board authorization to acquire own shares, and this is basically a continuance of existing authorizations for the Board. Are there any questions regarding Item 9, the Board's authorization to acquire own shares? There are none. We have no votes against and the proposal has been approved. Item 10 on the agenda is another Board's authorization. This is a Board's authorization to increase the share capital for general purposes. And again, this is a continuance basically of the existing Board authorization. Are there any questions to Item 10? There are none. We have approximately 1.8 million votes against, which represents approximately 3.8% of shares represented, which in turn then means that we have a majority of 96.2% and the proposal has been approved. Item 11 is yet another Board authorization to issue new shares. This is share issues in connection with share options and incentive programs. Are there any questions related to item 11? There are none, and we have 1.8 million approximately, votes against, again, that represents 3.8% and we have a majority of approximately 96.2%, which means that the proposal in Item 11 has been approved. Item 12 is Board election. And in accordance with the company's Articles, the Nomination Committee has proposed a new Board. And the proposal has been set out in the calling notice and votes are casted separately for each candidate. Are there any questions or comments to the Nomination Committee's proposal for a new Board? None. We have no votes against any of the candidates, except for Item 12.2, where we had 876 votes against, which means that 12.2 is also approved by 99.99%, represent majority. And the Board has been elected in accordance with the proposal from the Nomination Committee. Last item on the agenda is Item 13, that is election and changes to the members of the Nomination Committee. The proposal is set out in the calling notice and again, those are passed separately for each proposed candidate. Are there any questions or comments to the proposed composition of the Nomination Committee? There are none and we have no votes against either of the candidates, which means that they are both elected. That concludes all of the items on the Annual General Meeting for 2024. I thank you for your participation. I hope that you all enjoy your day. Thank you. Goodbye.