Bioretec Ltd's resolutions of the Annual General Meeting

HELSINKI, May 8, 2026 /PRNewswire/ -- Bioretec Ltd Company release 8 May 2026 at 14:45 p.m. EEST

Bioretec Ltd's resolutions of the Annual General Meeting

Bioretec Ltd's Annual General Meeting was held on Friday 8 May 2026 as a hybrid meeting in accordance with Chapter 5, Section 16, Subsection 2 of the Finnish Companies Act.

The Annual General Meeting approved the financial statements for the financial year 1 January-31 December 2025 and resolved to discharge the members of the Board of Directors and the CEOs from liability for the financial period 1 January-31 December 2025.

The Annual General Meeting resolved in accordance with the proposal of the Board of Directors that the loss of EUR 7,873,906.59 for the financial period 1 January-31 December 2025 will be credited in the equity as Profit/loss for previous financial periods and that no dividend shall be distributed. 

Number of members of the Board of Directors, election of members of the Board and their remuneration

The Annual General Meeting resolved that the number of members of the Board of Directors will be six (6). Michael Piccirillo, Päivi Malinen, Kustaa Poutiainen, Antti Vasara and Justin Barad were re-elected as members of the Board. David Gill was elected as a new member of the Board of Directors. The term of the Board of Directors will end at the conclusion of the Annual General Meeting 2027.

The Annual General Meeting resolved that the Chairperson of the Board will be paid EUR 3,750 per month and the Deputy Chairperson EUR 2,500 per month. Members of the Board will be paid EUR 2,000 per month. 

Reasonable travel expenses of the members of the Board of Directors will be reimbursed in accordance with the maximum amount of the respective travel allowance base approved by the Tax Administration. 

Election and remuneration of auditor

The Annual General Meeting elected audit firm PricewaterhouseCoopers Oy as the auditor of the company until the closing of the 2027 Annual General Meeting. Audit firm PricewaterhouseCoopers Oy has notified the company that it will appoint Kalle Laaksonen, Authorized Public Accountant, as the responsible auditor. The auditor will be compensated as reasonably invoiced.

Amendment of the Articles of Association

The Annual General Meeting resolved to amend and clarify Article 9 of the Articles of Association by removing the reference to deputy auditor. Pursuant to Article 7 of the Articles of Association, the company's auditor must be an auditing firm approved by the Finnish Patent and Registration Office, in which case a deputy auditor is not required to be elected under Chapter 2, Section 3 of the Finnish Auditing Act.

After the amendment, Article 9 will read as follows:

"9 § Annual General Meeting

 The Annual General Meeting must be held each year on a day specified by the Board of Directors, which shall be within six (6) months of the close of the financial period.

At the General Meeting, the following must be:

 presented: 

1. the financial statements, which shall include the income statement, the balance sheet and the report of Board of Directors;
   
   
2. the auditor's report;
   
   decided: 
   
   
3. the adoption of the income statement and the balance sheet; 
   
   
4. measures called for by the profit or loss reported in the approved balance sheet; 
   
   
5. the discharge from liability of the members and deputy members of the Board of Directors and the Chief Executive Officer;
   
   
6. the remuneration of members of the Board of Directors and the auditor; 
   
   
7. the number of members of the Board of Directors; 
   
   elected: 
   
   
8. the members of the Board of Directors; and
   
   
9. the auditor."

In addition, the Annual General Meeting resolved to amend Article 10 of the Articles of Association to allow the company to hold general meetings also in Helsinki.

After the amendment, Article 10 will read as follows:

"10 § Organization of the General Meeting 

General Meetings are held at the company's domicile or in Helsinki. 

The Board of Directors may decide that a shareholder may also participate in the General Meeting by fully exercising their right to vote during the meeting by means of a telecommunication connection and a technical aid (hybrid meeting).

The Board of Directors may also decide that the General Meeting shall be held without a meeting place in such a way that the shareholders exercise their voting rights fully and in a timely manner during the meeting by means of a telecommunication connection and a technical aid (remote meeting)."

General Meeting minutes

The minutes of the General Meeting will be made available on the Company's website at https://investors.bioretec.com/en/corporate_governance/annual_general_meeting_2026 by 22 May 2026 at the latest.

Further enquiries
Sarah van Hellenberg Hubar-Fisher, CEO, +31 6 1544 8736 
Tuukka Paavola, CFO, +358 50 386 0013

Certified adviser
Nordic Certified Adviser AB, +46 70 551 67 29

Information about Bioretec
Bioretec is a globally operating Finnish medical device pioneer at the forefront of transforming orthopedic care with fully biodegradable implant technologies. The company has built unique competencies in the biological interface of active implants to enhance bone growth and accelerate fracture healing after orthopedic surgery. The products developed and manufactured by Bioretec are used worldwide in approximately 40 countries.

The company's latest innovation, the RemeOs™ product line, is based on a high-performance magnesium alloy and hybrid composite, introducing a new generation of strong absorbable materials for enhanced surgical outcomes. The RemeOs implants are absorbed and replaced by bone, which eliminates the need for removal surgery while facilitating fracture healing. The first RemeOs product market authorization was received in the U.S. in March 2023, and in Europe, the CE mark approval was received in January 2025.

Bioretec's Activa product line features fully bioabsorbable orthopedic implants made from a proprietary, self-reinforced PLGA both CE marked and FDA cleared for a wide range of indications in adult and pediatric patients.

Bioretec is shaping the future of orthopedic treatment with a focus on healing through absorption, paving the way for more effective and patient-friendly solutions.

To learn more about Bioretec, visit www.bioretec.com 

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SOURCE Bioretec