Notice of EGM resolutions
12.02.2010 - At the Extraordinary General Meeting (EGM) of Nutri Pharma ASA held in Oslo on Friday February 12, 2010, all of the resolutions proposed by the Board were dulypassed
This information is subject of the disclosure requirements acc. to §5-12 vphl
(Norwegian Securities Trading Act)
At the Extraordinary General Meeting (EGM) of Nutri Pharma ASA held in Oslo on
Friday February 12, 2010, all of the resolutions proposed by the Board were duly
passed. The EGM made the following unanimous resolutions:
1. Resolution regarding capital increase of 43,889,262 shares to be
settled through shares in Bionor Immuno AS
2. Resolution regarding issue of 6,353,333 of subscription rights
(warrants) to be settled through subscription rights in Bionor Immuno AS
3. Resolutions to authorize the board of directors to issue up to 60
million shares in order to conduct capital increases of a) 50 million shares by
means of private placement at NOK 2; b) 10 million shares for the subsequent
4. Resolutions to authorize the board of directors to issue up to 4,5
million shares for the company's share incentive program.
5. Amendments to the company's articles of association in accordance with
the Norwegian act relating to public limited liability companies.
6. Resolution to elect the following new Directors to the Board; Thorleif
Krarup, Aase Gundersen, and Jan Gesmar-Larsen. The Board will now be comprised
of, Chairman Thorleif Krarup and Directors Aase Gundersen, Lars Høie, Scilla
Treschow Hokholt, and Jan Gesmar-Larsen. The new Board will assume their
responsibilities on February 25, 2010. The current Board will remain effective
until this date.
Resolutions 1-3 and the corresponding Board resolution relating to the Private
Placement will be registered with the Norwegian Register of Business Enterprises
when Nutri Pharma ASA announces that the conditions relating of the offer to the
share- and warrantholders of Bionor Immuno AS have been met. It is expected that
the registration will take place on or about February 18, 2010 with subsequent
registration in the VPS, subject to the approval of the listing prospectus by
the Oslo Stock Exchange.
Please download the Minutes from EGM 12. february 2010 here.