Corporate Governance:
Nomination Committee

Prior to the AGM the Nomination Committee shall submit proposals on the number and amount of members of the Board of Directors, board members’ fees, and Board Chairman and proposals for auditors and their remuneration.

At the 2024 AGM the principles of OrganoClick’s Nomination Committee were decided upon. These principles shall apply until changed by a future General Meeting and are as follows:

The Nomination Committee proposes the Annual General Meeting to instruct the Chairman of the Board to contact the three shareholders that represent the largest number of votes, according to Euroclear Sweden AB’s printout of the shareholder register as of 30 September 2024, each of which appoints one member of the Nomination Committee. A representative of the largest owner (or ownership grouping) is appointed chairman of the Nomination Committee. In addition, the members of the Nomination Committee shall have the right to co-opt the Chairman of the Board to the Nomination Committee if desired. Should any of the three major shareholders waive the right to appoint a member of the nomination committee, the right shall instead pass to the next largest shareholder. In the event that the ownership structure changes before the end of the fourth quarter, the composition of the Nomination Committee shall be updated to reflect the new ownership structure, if possible and considered appropriate.

The Nomination Committee shall for the Annual General Meeting 2025 prepare proposals for (i) the Chairman of the Annual General Meeting, (ii) the election of the Board of Directors, (iii) the election of the Chairman of the Board, (iv) the election of the auditor, (v) the remuneration of the Board of Directors and the auditor and (vi) the criteria for appointments to the Nomination Committee. Members of the Nomination Committee shall not receive a fee. The Nomination Committee shall, upon the Chairman of the Board’s approval, have the right to burden the Company with costs, for example related to recruitment consultants, or other costs necessary for the Nomination Committee to fulfil its duties.