20 July 2020
RELIEF THERAPEUTICS Holding SA (SIX:RLF) (“Relief” or “Company”) announces that at today’s Ordinary General Meeting 2020 (“OGM”), the Shareholders approved all agenda items proposed by the Board of Directors with large majority of the represented votes. In accordance with the requirements of the COVID‑19 Ordinance 2 issued by the Swiss Federal Council, the shareholders exercised their rights at the OGM exclusively via the independent proxy.
The agenda of the OGM covered the following items:
1) Approval of the Annual Report, Statutory Financial Statements (balance sheet, income statement and notes) and Consolidated Financial Statements for the year 2019, Statutory Auditors’ Report, 2) Appropriation of Results, 3) Discharge of the members of the Board of Directors and of the Executive Committee, 4) Increase of the Authorized Share Capital, 5) Increase of the Conditional Share Capital, 6) Votes on the compensation of the members of the Board of Directors and of the Executive Committee, 7) Elections of the Board of Directors, Chairman of the Board of Directors, Nomination and Compensation Committee, Independent Proxy Holder and Auditors.
923’736’167 shares representing 41.43% of the shares issued and 59.07% of the voting rights were represented at the AGM.
The shareholders approved the annual report, the statutory financial statements, and the consolidated financial statements for the year 2019.
The shareholders agreed to carry forward the loss for the year 2019 in the amount of CHF 36’345’283 leading to an accumulated loss at the end of the period of CHF 137’925’568.
The shareholders granted discharge to all the members of the Board of Directors and of the Executive Committee for their activities during the financial year 2019.
The OGM approved the modification of the Authorized Share Capitals of the Company which now amounts to CHF 11’147’496.36.
The OGM approved the modification of the Conditional Share Capitals of the Company which now amounts to CHF 9’403’296.36 for bonds and similar financial instruments and to CHF 1’744’200.00 for employee benefit plans.
The shareholders approved a maximum amount of CHF 1’000’000 (both fixed and variable compensation, including stock options and others, but excluding employer’s share of social benefit) for the members of the Board of Directors from this OGM to that of 2021.
The shareholders approved a maximum total compensation of CHF 1’200’000 (both fixed and variable compensation, including stock options and others, but excluding employer’s share of social benefit) for the members of the Executive Committee for the financial year 2020.
The shareholders approved the Compensation Report for 2019.
The General Meeting decided to re-elect for the period of one year between the OGM 2020 until the OGM 2021, three previous members of the Board of Directors, namely Dr. Raghuram Selvaraju, Mr. Peter De Svastich, and Mr. Thomaz Burckhardt. In addition, the General Meeting elected a new member of the Board of Directors, Prof. Jonathan Javitt, Founder and Chief Executive Officer of NeuroRx Pharma. The General Meeting confirmed Dr. Selvaraju as Chairman of the Board of Directors.
“It is an honour and privilege to have Professor Jonathan Javitt join the Board of Directors of Relief Therapeutics Holding. His arrival will enhance the relationship between NeuroRx and Relief Therapeutics Holding and set the stage for successful clinical development.” said Dr. Raghuram Selvaraju, Chairman of the Board of Directors.
In addition, Mr. Peter de Svastich has been re-elected as member of the Nomination and Compensation Committee and the Geneva-based law firm gbf Avocats SA represented by Me Thomas Hua was re-elected as independent proxy holder until the next OGM. Finally, the firm Mazars was re-elected by the shareholders as the statutory auditor for a term of office until the next OGM.
RELIEF THERAPEUTICS Holding SA is a clinical stage biotechnology company with a portfolio of drug candidates derived from natural human origins. Its most promising drug candidate is Aviptadil, alias vasoactive intestinal peptide, for the treatment of Acute Respiratory Distress Syndrome (ARDS) and pulmonary sarcoidosis. With the support of its American partner NeuroRx, RELIEF THERAPEUTICS Holding SA is testing Aviptadil in two phase II/III trials on COVID-19 induced ARDS (NCT04311697 and NCT04360096). Aviptadil development in pulmonary sarcoidosis will focus on chronic sarcoidosis, an orphan disease market.
For further information, please visit the Relief website at www.relieftherapeutics.com or contact investor relations at:
This communication expressly or implicitly contains certain forward-looking statements concerning Relief Therapeutics Holding SA and its business. Such statements involve certain known and unknown risks, uncertainties and other factors, which could cause the actual results, financial condition, performance or achievements of Relief Therapeutics Holding SA to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Relief Therapeutics Holding SA is providing this communication as of this date and does not undertake to update any forward-looking statements contained herein as a result of new information, future events or otherwise.