Bulletin from the Annual General Meeting in Teneo AI AB

REG

Adoption of the income statement and balance sheet

The annual general meeting resolved to adopt the income statement and balance sheet as well as the consolidated income statement and consolidated balance sheet for the financial year 2024.

Allocation of result

The annual general meeting resolved, in accordance with the board of directors' proposal, that no dividend shall be made for the financial year 2024 and that the result for the year shall be carried forward.

Discharge from liability

The members of the board of directors and the CEO were discharged from liability for the financial year 2024.

Election of the board of directors and auditor and remuneration

The annual general meeting resolved, in accordance with the nomination committee's proposal, that the board of directors shall consist of five board members without deputy board members. It was further resolved that the number of auditors shall be one.

The annual general meeting resolved, in accordance with the nomination committee's proposal, that the remuneration to the board of directors shall be paid in a total amount of SEK 1,500,000, of which the chairman of the board shall receive 500,000 and each one of the other board members elected by the general meeting shall receive SEK 250,0000. Remuneration for work carried out in the board of directors' committees is not included in the remuneration. The annual general meeting further resolved, in accordance with the nomination committee's proposal, that remuneration to members of the audit committee shall be paid with SEK 100,000 to the chairperson of the audit committee and SEK 50,000 to each other member of the audit committee.

The annual general meeting resolved, in accordance with the nomination committee's proposal, that remuneration will be paid to the auditor as per approved invoice.

The annual general meeting resolved to re-elect Johan Gustavsson, Mathias Björkholm, Lars Roth, Sara Kullgren and Inna Kaushan as board members, all for the period until the end of the next annual general meeting. Johan Gustavsson was, in accordance with the nomination committee's proposal, re-elected chairman of the board of directors.

Resolution on the implementation of warrant program 2025/2028

The annual general meeting resolved, in accordance with the board of directors' proposal, on the establishment of warrant program 2025/2028 through a directed issue of warrants to the Company and approval of transfer of warrants to key persons of the Company or its subsidiaries. The complete proposal for warrant program 2025/2028 can be found in the notice to convene the annual general meeting that was made public on 23 May 2025.

Issue authorisation

The annual general meeting resolved, in accordance with the board of directors' proposal, to authorise the board of directors to, within the framework of the articles of association that apply when the board uses the authorisation, until the next annual general meeting, on one or more occasions, with or without deviation from the shareholders’ pre-emptive rights, resolve on an increase of the Company’s share capital by issuing shares, warrants and/or convertible instruments. The total number of shares covered by such issues may correspond to a maximum of 10 per cent of the shares in the Company, based on the total number of shares in the Company at the time of the first resolution by the board of directors under this authorisation.

Datum 2025-06-25, kl 11:43
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