IBT is a Swedish limited liability company, whose B shares are listed on Nasdaq Stockholm. Control of the company is via the Annual General Meeting, the Board of Directors, the CEO and senior management in accordance with the Companies Act, rules of procedure for the Board and instructions for the President and the Swedish Code of Corporate Governance. The Board is responsible for evaluating the targets and for continuously evaluating IBTs financial position and results as well as evaluating the operational management.
IBT will provide information about any divergences from the Swedish Code of Corporate Governance in the Corporate Governance Report.
General Meetings
Nomination Committee
Board of Directors
Management Team
Incentive Program
Internal Control
Articles of Association
Auditors
Whistleblowing
General Meetings
Annual General Meeting 2022
May 4 2022
Item 17 – The Board’s proposal for a resolution regarding implementation of an incentive program
Appendix A, Terms for warrants 2022-2025
IBT Auditors report renumeration
Annual General Meeting 2021
May 4 2021
Remuneration report – IBT 2020 ENG
Appendix 3 – Votes Cast AGM 2021 (SWE)
Annual General Meeting 2020
June 16, 2020
Board report on the evaluation of remuneration 2019
Appendix 4 Boards proposal warrant program
Annual General Meeting 2019
May 6, 2019
Additional documents
Board report on evaluation of remuneration 2018
Auditors report on remuneration 2018 (Swedish)
Annual General Meeting 2018
May 15, 2018
Additional documents
Board report on evaluation of remuneration
Extraordinary General Meeting
January 8, 2017
IBT EGM Minutes with Attachments (Swedish)
Annual General Meeting 2017
May 4, 2017
Additional documents
Proposal for Board Mandate Item 16
Nominating Committee
The Annual General Meeting of 2021 decided that the Nomination Committee would be appointed as follows: The Chairman of the Board shall convene in terms of voting rights, the three largest shareholders in the Company, who each shall elect a representative to be a member of the Nomination Committee together with the Chairman of the Board.
In the establishment of the Nomination Committee, the ownership ratios as of June 30, 2021, shall determine the largest shareholders in terms of voting rights. The representative of the largest shareholder in the Nomination Committee at that time shall be the Chairman of the Nomination Committee.
If any of the three largest shareholders waives their right to appoint a member of the Nomination Committee, the next largest shareholder shall be allowed to appoint a member of the Nomination Committee. The names of the three owner’s representatives shall be published as soon as they have been appointed, but no later than six months before the Annual General Meeting 2022.
The Nominating Committee’s term of office extends until the new Nominating Committee is appointed.
The Nomination Committee has been formed in accordance with the decision of the Annual General Meeting and consists of, in addition to the Chairman of Infant Bacterial Therapeutics AB’s Board of Directors, Peter Rothschild, Per-Erik Andersson, appointed by the company’s largest shareholder, in terms of voting rights, Annwall & Rothschild Investments AB. Sebastian Jahreskog, who through Six Sis AG is the company’s second largest shareholder in terms of voting rights, and Jannis Kitsakis, appointed by the company’s third largest shareholder, in terms of voting rights, Fjärde AP-Fonden. All members of the Nomination Committee, except Peter Rothschild, is independent in relation to the company and company management.
The chairman of the Nomination Committee is Per-Erik Andersson since he is appointed by the largest shareholder, in terms of voting rights, in Infant Bacterial Therapeutics.
The Nomination Committee can be reached by Per-Erik Andersson, through e-mail to pea@pealaw.se, or by phone +46 (0) 70-537 98 92.
Incentive program
WARRANTS 2017/2022
On May 4, 2017, the Annual General Meeting decided on an incentive program by designated issue of warrants to a subsidiary established for this purpose.
The maximum number of warrants to be issued are 280 000.
The warrants were issued in June 2017 at market terms at a price determined by calculating market price at the time of issue using the Black & Scholes method of valuation.
The holder of warrants may during the period from April 3, 2022 through May 3, 2022, for each warrant subscribe for one and one tenth (1.1) new share in the company at a subscription price per share amounting to SEK 272,41.
For additional information, see the minutes from the Annual General Meeting May 4, 2017
Internal Control
IBT – Corporate Governance Report 2021 (English)
IBT – Corporate Governance Report 2018 (Swedish)
Articles of Association
Articles of association for Infant Bacterial Therapeutics AB is available below in Swedish and English:
IBT – Bolagsordning / Articles of Association
Auditor
The company’s auditors review the management and the CEO’s management of the company and the quality of the company’s financial reporting. The auditors also perform, on behalf of the Board, a review of the financial statements, including the year-end report, annual report review and review of a quarterly report.
The auditor’s report their audit to the shareholders through the audit report, which is presented at the Annual General Meeting.
The company’s auditor is Deloitte AB with Birgitta Lööf as auditor-in-charge.
Deloitte AB
Visiting address: Rehnsgatan 11, 113 79 Stockholm, Sweden
Telephone: +46 75 246 20 00
Whistleblowing
IBT strives to maintain a transparent business climate and high business ethics and we value the safety and respect of everyone affected by our business.
Our business principles are described in our sustainability policy. You have an important role in reporting your concern if you suspect any wrongdoing that is not in line with our sustainability policy. This gives IBT the possibility to prevent or correct any improper activity.
Staff as well as external parties may report suspected instances of violations against laws or unethical conduct through our whistleblower function.
If you feel you cannot be open with your identity, you are welcome to report your suspicions in a secure manner by using our whistleblowing service. You can report anonymously. There is no risk of reprisal due to reporting a violation. The service is managed by an external party: Advokatfirman Schjødt AS filial.
Reports are handled confidentially by Advokatfirman Schjødt AS filial. They forward filed reports directly to the board of directors of IBT, who determine how to deal with the report.
Reports may be made confidentially to: ibtherapeuticswhistleblower@schjodt.com
June 1, 2022
Infant Bacterial Therapeutics AB (publ)
