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RYVU Therapeutics S.A. AGM Information 2021

Jun 2, 2021

5798_rns_2021-06-02_454a1537-2fa4-47d0-a5a6-fee275386032.pdf

AGM Information

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Resolution no. 1 of the Ordinary General Meeting of Ryvu Therapeutics S.A. with its registered office in Krakow of (...) 2021 r. concerning election of Chairman

Ordinary General Meeting of Ryvu Therapeutics S.A with its registered office in Krakow hereby adopts as follows:

§ 1 The General Meeting elects ...................... as the Chairman of the Ordinary General Meeting.

The resolution enters into force on the date of its adoption.

Resolution no. 2

§ 2

of the Ordinary General Meeting of

Ryvu Therapeutics S.A. with its registered office in Krakow

of (...) 2021 r.

concerning resignation from election (appointment) of the Vote Counting Commission

The Ordinary General Meeting of Ryvu Therapeutics S.A. with its registered office in Krakow ("Company"), hereby adopts as follows:

§ 1

The Ordinary General Meeting hereby decides to resign from election (appointment) of the Vote Counting Commission and hereby authorises the Chairman of the General Meeting to perform all tasks dedicated for the Vote Counting Committee.

§ 2

The resolution enters into force on the date of its adoption.

Resolution no. 3

of the Ordinary General Meeting of Ryvu Therapeutics S.A. with its registered office in Krakow

of (...) 2021 r.

concerning approval of the agenda

§ 1

The Ordinary General Meeting o of Ryvu Therapeutics S.A. with its registered office in Krakow resolves to adopt the following agenda:

    1. Opening of the Meeting.
    1. Election of the Chairperson of the Ordinary General Meeting.
    1. Confirmation by the Chairperson that the Meeting has been properly convened and is capable of adopting resolutions.
    1. Resignation from election of Vote Counting Commission.
    1. Approval of the agenda.
    1. Assessment of the Supervisory Board report concerning the outcome of assessment of the Company's financial statement for year 2020, Management Board report on the operations of Ryvu Therapeutics S.A. for the financial year 2020 and the Management Board recommendation concerning allocation of net loss obtained in 2020.
    1. Assessment and approval of Management Board report on the Company's operations for the financial year 2020.
    1. Assessment and approval of Ryvu Therapeutics S.A. financial statement for the financial year 2020.
    1. Adoption of the resolution concerning allocation of the net loss obtained in 2020.
    1. Adoption of resolutions concerning granting the vote of approval for members of Company's Management Board and Supervisory Board.
    1. Adoption of resolution concerning General Meeting's opinion on Supervisory Board Report on Renumeration of Management Board and Supervisory Board of Ryvu Therapeutics S.A. for years 2019 and 2020.
    1. Closing of the Meeting.

§ 2

The resolution enters into force on the date of its adoption.

Resolution no. 4 of the Ordinary General Meeting of Ryvu Therapeutics S.A. with its registered office in Krakow of (...) 2021 r.

concerning approval of Management Board report on Ryvu Therapeutics's operations

The Ordinary General Meeting of Ryvu Therapeutics S.A. with its registered office in Krakow ("Company") acting pursuant to art. 393 p. 1 and art. 395 § 2 p. 1 of Polish Commercial Companies Code hereby adopts as follows:

§ 1

After assessment, the Management Board's report on the Company's operations for the financial year 2020 is approved.

§ 2

The resolution enters into force on the date of its adoption.

Resolution no. 5

of the Ordinary General Meeting of

Ryvu Therapeutics S.A. with its registered office in Krakow

of (...) 2021 r.

concerning approval of financial statement of Ryvu Therapeutics S.A.

The Ordinary General Meeting of Ryvu Therapeutics S.A. with its registered office in Krakow ("Company") acting pursuant to art. 393 p. 1 and art. 395 § 2 p. 1 of Polish Commercial Companies Code hereby adopts as follows:

§ 1

After assessment, the Company's financial statement for the financial year 2020 is hereby approved.

§ 2

The resolution enters into force on the date of its adoption.

Resolution no. 6 of the Ordinary General Meeting of Ryvu Therapeutics S.A. with its registered office in Krakow of (...) 2021 r. concerning allocation of the net loss of the financial year 2020

The Ordinary General Meeting of Ryvu Therapeutics S.A with its registered office in Krakow ("Company") acting pursuant to art. 395 § 2 p. 2 of Polish Commercial Companies Code hereby adopts as follows :

§ 1

The Company's net loss for the financial year 2020, amounting to PLN 31.687.588 PLN, shall be covered from profits from upcoming years.

§ 2

The resolution enters into force on the date of its adoption.

Resolution no. 7 of the Ordinary General Meeting of Ryvu Therapeutics S.A. with its registered office in Krakow of (...) 2021 r. concerning vote of acceptance

The Ordinary General Meeting of Ryvu Therapeutics S.A. with its registered office in Krakow ("Company") acting pursuant to art. 393 p. 1 and art. 395 § 2 p. 3 of Polish Commercial Companies Code hereby adopts as follows:

§ 1

The Ordinary General Meeting hereby grants a vote of acceptance to Mr Paweł Przewięźlikowski, President of the Management Board on account of the performance of his duties in the 2020 fiscal year between 1 January and 31 December 2020. .

The resolution enters into force on the date of its adoption.

§ 2

Resolution no. 8 of the Ordinary General Meeting of Ryvu Therapeutics S.A. with its registered office in Krakow of (...) 2021 r. concerning vote of acceptance

The Ordinary General Meeting of Ryvu Therapeutics S.A. with its registered office in Krakow ("Company") acting pursuant to art. 393 p. 1 and art. 395 § 2 p. 3 of Polish Commercial Companies Code hereby adopts as follows:

§ 1

The Ordinary General Meeting hereby grants a vote of acceptance to Mr Krzysztof Brzózka, Vice - President of the Management Board on account of the performance of his duties in the 2020 fiscal year between 1 January and 31 December 2020.

§ 2

The resolution enters into force on the date of its adoption.

Resolution no. 9 of the Ordinary General Meeting of Ryvu Therapeutics S.A. with its registered office in Krakow of (...) 2021 r. concerning vote of acceptance

The Ordinary General Meeting of Ryvu Therapeutics S.A. with its registered office in Krakow ("Company") acting pursuant to art. 393 p. 1 and art. 395 § 2 p. 3 of Polish Commercial Companies Code hereby adopts as follows:

§ 1

The Ordinary General Meeting hereby grants a vote of acceptance to Mrs Setareh Shamsili, Vice President of the Management Board on account of the performance of her duties in the 2020 fiscal year: as Member of the Management Board between 1 January and 31 August 2020 and as a Vice President of the Management Board between 31 August 2020 and 31 December 2020.

§ 2

The resolution enters into force on the date of its adoption.

Resolution no. 10 of the Ordinary General Meeting of Ryvu Therapeutics S.A. with its registered office in Krakow of (...) 2021 r. concerning vote of acceptance

The Ordinary General Meeting of Ryvu Therapeutics S.A. with its registered office in Krakow ("Company") acting pursuant to art. 393 p. 1 and art. 395 § 2 p. 3 of Polish Commercial Companies Code hereby adopts as follows:

The Ordinary General Meeting hereby grants a vote of acceptance to Mr Kamil Sitarz, Member of the Management Board on account of the performance of his duties in the 2020 fiscal year between 23 November and 31 December 2020.

§ 2

The resolution enters into force on the date of its adoption.

Resolution no. 11 of the Ordinary General Meeting of Ryvu Therapeutics S.A. with its registered office in Krakow of (...) 2021 r. concerning vote of acceptance

The Ordinary General Meeting of Ryvu Therapeutics S.A. with its registered office in Krakow ("Company") acting pursuant to art. 393 p. 1 and art. 395 § 2 p. 3 of Polish Commercial Companies Code hereby adopts as follows:

§ 1

The Ordinary General Meeting hereby grants a vote of acceptance to Mr Piotr Romanowski, Chairman of the Supervisory Board on account of the performance of his duties in the 2020 fiscal year between 1 January and 31 December 2020.

§ 2

The resolution enters into force on the date of its adoption.

Resolution no. 12 of the Ordinary General Meeting of Ryvu Therapeutics S.A. with its registered office in Krakow of (...) 2021 r. concerning vote of acceptance

The Ordinary General Meeting of Ryvu Therapeutics S.A. with its registered office in Krakow ("Company") acting pursuant to art. 393 p. 1 and art. 395 § 2 p. 3 of Polish Commercial Companies Code hereby adopts as follows:

§ 1

The Ordinary General Meeting hereby grants a vote of acceptance to Mr Tadeusz Wesołowski, Vice Chairman of the Supervisory Board on account of the performance of his duties in the 2020 fiscal year between 1 January and 31 December 2020.

§ 2

The resolution enters into force on the date of its adoption.

Resolution no. 13 of the Ordinary General Meeting of Ryvu Therapeutics S.A. with its registered office in Krakow

of (...) 2021 r. concerning vote of acceptance

The Ordinary General Meeting of Ryvu Therapeutics S.A. with its registered office in Krakow ("Company") acting pursuant to art. 393 p. 1 and art. 395 § 2 p. 3 of Polish Commercial Companies Code hereby adopts as follows:

§ 1

The Ordinary General Meeting hereby grants a vote of acceptance to Mr Rafał Chwast, Member of the Supervisory Board on account of the performance of his duties in the 2020 fiscal year between 1 January and 31 December 2020.

§ 2

The resolution enters into force on the date of its adoption.

Resolution no. 14 of the Ordinary General Meeting of Ryvu Therapeutics S.A. with its registered office in Krakow of (...) 2021 r. concerning vote of acceptance

The Ordinary General Meeting of Ryvu Therapeutics S.A. with its registered office in Krakow ("Company") acting pursuant to art. 393 p. 1 and art. 395 § 2 p. 3 of Polish Commercial Companies Code hereby adopts as follows:

§ 1

The Ordinary General Meeting hereby grants a vote of acceptance to Mr Axel Glasmacher, Member of the Supervisory Board on account of the performance of his duties in the 2020 fiscal year between 1 January and 31 December 2020.

§ 2

The resolution enters into force on the date of its adoption.

Resolution no. 15 of the Ordinary General Meeting of Ryvu Therapeutics S.A. with its registered office in Krakow of (...) 2021 r. concerning vote of acceptance

The Ordinary General Meeting of Ryvu Therapeutics S.A. with its registered office in Krakow ("Company") acting pursuant to art. 393 p. 1 and art. 395 § 2 p. 3 of Polish Commercial Companies Code hereby adopts as follows:

§ 1

The Ordinary General Meeting hereby grants a vote of acceptance to Mr Colin Goddard, Member of the Supervisory Board on account of the performance of his duties in the 2020 fiscal year between 1 January and 31 December 2020.

§ 2

The resolution enters into force on the date of its adoption.

Resolution no. 16 of the Ordinary General Meeting of Ryvu Therapeutics S.A. with its registered office in Krakow of (...) 2021 r. concerning vote of acceptance

The Ordinary General Meeting of Ryvu Therapeutics S.A. with its registered office in Krakow ("Company") acting pursuant to art. 393 p. 1 and art. 395 § 2 p. 3 of Polish Commercial Companies Code hereby adopts as follows:

§ 1

The Ordinary General Meeting hereby grants a vote of acceptance to Mr Jarl Ulf Jungnelius, Member of the Supervisory Board on account of the performance of his duties in the 2020 fiscal year between 1 January and 31 December 2020.

§ 2 The resolution enters into force on the date of its adoption.

Resolution no. 17 of the Ordinary General Meeting of Ryvu Therapeutics S.A. with its registered office in Krakow of (...) 2021 r. concerning vote of acceptance

The Ordinary General Meeting of Ryvu Therapeutics S.A. with its registered office in Krakow ("Company") acting pursuant to art. 393 p. 1 and art. 395 § 2 p. 3 of Polish Commercial Companies Code hereby adopts as follows:

§ 1

The Ordinary General Meeting hereby grants a vote of acceptance to Mr Thomas Turalski, Member of the Supervisory Board on account of the performance of his duties in the 2020 fiscal year between 1 January and 31 December 2020.

§ 2

The resolution enters into force on the date of its adoption.

Resolution no. 18

of the Ordinary General Meeting of

Ryvu Therapeutics S.A. with its registered office in Krakow

of (...) 2021 r.

concerning opinion on Supervisory Board Report on Renumeration of members of the Management Board and Supervisory Board of Ryvu Therapeutics S.A. for years 2019 and 2020

The Ordinary General Meeting of Ryvu Therapeutics S.A. with its registered office in Krakow ("Company"), acting pursuant to art. 90g sec. 6 of Public offering Act of 29 July 2005 hereby adopts as follows:

§ 1

The Ordinary General Meeting decides to give a positive opinion on the Supervisory Board Report on Remuneration of members of the Management Board and Supervisory Board of the Company for years 2019 and 2020.

§ 2

The resolution enters into force on the date of its adoption.