BioVersys AG

"Category: Notifications issued to company members/nSub-category: Invitation to the General Meeting/nPublication date: SHAB 03.06.2025/nPublicly viewable until: 03.06.2026/nPublication number: UP04-0000007270/nPublishing entity/nHomburger AG, Hardstrasse 201.

8005 Zürich/nInvitation to the ordinary general meeting/nBioVersys AG/nOrganisation concerned:
/nBioVersys AG/nCHE-114.512.761/nHochbergerstr. 60C/n4057 Basel/nGeneral meeting details:/n27.06.2025, 12.00 Uhr.

ZIP Auditorium Stückipark/nHochbergerstrasse 60F/n4057 Basel/nInvitation/Agenda:
/nInvitation to the Annual General Meeting of BioVersys AG. The full text of the invitation is/nincluded in the attached PDF./n1/11/nInvitation/nto the Annual General Meeting of BioVersys AG/nDay: Friday, June 27.

2025/nTime:
12 pm CEST (doors open 11.30 am CEST)/nPlace: ZIP Auditorium Stückipark, Hochbergerstrasse 60F, 4057 Basel/n2/11/nAgenda and Proposals of the Board of Directors/n1. Annual Report 2024 (Annual Financial Statements and Consolidated Financial/n Statements 2024;
Auditor's Reports)/n The Board of Directors proposes that the annual financial statements and the consolidated fi-/n nancial statements 2024 be approved and that the Auditors' reports be acknowledged./n Explanation: In accordance with article 698 paragraph 2 items 3 and 4 of the Swiss Code of Ob-/n ligations (CO) and the Articles of Association, the Annual General Meeting is responsible for ap-/n proving the annual financial statements and the consolidated financial statements./n2. Discharge of the Members of the Board of Directors and the Executive Committee from/n Liability/n The Board of Directors recommends that the members of the Board of Directors and the Execu-/n tive Committee be granted discharge for their activities in the financial year 2024./n Explanation: In accordance with article 698 paragraph 2 item 7 CO and the Articles of Associa-/n tion, the Annual General Meeting is responsible for granting discharge to the members of the/n Board of Directors and the Executive Committee./n3. Appropriation of Financial Result 2024/n The Board of Directors proposes that the accumulated loss of the Company in the amount of/n CHF 79,936 thousand be allocated as follows:/n Loss of the financial year 2024 CHF (14,373 thousand)/n Loss carried forward from previous year CHF (65,563 thousand)/n Balance to be carried forward CHF (79,936 thousand)/n Explanation: In accordance with article 698 paragraph 2 item 4 CO and the Articles of Associa-/n tion, the Annual General Meeting is responsible for passing resolutions on the appropriation of/n the balance sheet profit, allocation of reserves and the payment of a dividend./n 3/11/n4. Elections and/or Re-elections/n4.1 Election/Re-election of the Chairman and the Members of the Board of Directors/n Dr. Seng Chin Mah is standing for and has declared acceptance of his re-election as Chairman/n of the Board of Directors for a term of office until the completion of the next Annual General/n Meeting./n The following current members of the Board of Directors, Dr. David Hunstad, Dr. Marc Gitz-/n inger, Ms. Marina von Schönau and Dr. William Jenkins, are also standing and have declared/n acceptance of their re-election as members of the Board of Directors for a term of office until the/n completion of the next Annual General Meeting./n Dr. Henni-Karoliina Ropponen will not stand for re-election as a member of the Board of Directors./n We thank her for her invaluable contributions to the Board of Directors as well as her efforts/n towards the IPO./n The Board of Directors proposes to elect Dr. Ulrik Schulze as a new member of the Board of Di-/n rectors./n The Board of Directors proposes to re-elect the following members of the Board of Directors,/n and to elect the following new candidate as a member of the Board of Directors, individually and/n for a term of office lasting until the completion of the next Annual General Meeting./n Explanation: Pursuant to article 698 paragraph 2 item 2 and paragraph 3 item 1 CO and the Ar-/n ticles of Association, the Annual General Meeting is responsible for the following elections of the/n Chairman and the members of the Board of Directors. The Board of Directors and the Compen-/n sation and Nomination Committee are convinced that the persons proposed for election and re-/n election, respectively, have the necessary qualifications to serve on the Board of Directors of/n BioVersys./n For biographical details on the candidates to be re-elected, please refer to the company's web-/n site (https://www.bioversys.com/about-us/board-of-directors/)./n Dr. Ulrik Schulze is a senior partner & managing director at The Boston Consulting Group (BCG)./n He led BCG's global biopharma sector for many years and held leadership positions in BCG/n Switzerland, including Head of Business Development, People Chair, and Head of the Health/n Care business. Dr. Schulze has more than 30 years of experience in the life science industry/n working with boards, CEOs, and senior executives in Europe, the US, and Asia. His work has/n focused on strategy development, capital markets, M&A, post-merger integration, and organiza-/n tional transformations across the value chain. In 2022, he co-authored the report ""The case for a/n subscription model to tackle antimicrobial resistance"". He is also a co-founder of ReproNovo SA,/n a biotech company in reproductive medicine, that has raised USD 65 million in Series A funding/n and Sanrigen GmbH, a life science advisory firm. Dr. Schulze is Swiss, born in 1967 and holds a/n doctorate degree in Biotechnology from the Technical University of Denmark./n 4/11/n4.1.1 Re-election of Seng Chin Mah as Chairman of the Board of Directors/n4.1.2 Re-election of David Hunstad as Member of the Board of Directors/n4.1.3 Re-election of Marc Gitzinger as Member of the Board of Directors/n4.1.4 Re-election of Marina von Schönau as Member of the Board of Directors/n4.1.5 Re-election of William Jenkins as Member of the Board of Directors/n4.1.6 Election of Ulrik Schulze as Member of the Board of Directors/n4.2 Re-election of the Members of the Compensation and Nomination Committee/n The current members of the Compensation and Nomination Committee, Dr. Seng Chin Mah,/n Dr. David Hunstad and Ms. Marina von Schönau, have declared acceptance of their re-election/n as members of the Compensation and Nomination Committee for a term of office until the com-/n pletion of the next Annual General Meeting, subject to their re-election as Chairman or member/n of the Board of Directors, respectively. The Board of Directors proposes to re-elect the following/n members of the Compensation and Nomination Committee individually and for a term of office/n lasting until the completion of the next Annual General Meeting./n4.2.1 Re-election of Seng Chin Mah as Member of the Compensation and Nomination/n Committee/n4.2.2 Re-election of David Hunstad as Member of the Compensation and Nomination/n Committee/n4.2.3 Re-election of Marina von Schönau as Member of the Compensation and Nomination/n Committee/n Explanation: Pursuant to article 698 paragraph 3 item 2 CO and the Articles of Association, the/n Annual General Meeting is responsible for the election of the members of the Nomination & Re-/n muneration Committee. The Board of Directors and the Nomination & Remuneration Committee/n are convinced that the persons proposed for re-election have the necessary qualifications to/n serve on the Nomination & Remuneration Committee./n 5/11/n4.3 Election of the Independent Voting Rights Representative/n The Board of Directors proposes to elect Lenz Caemmerer, Attorneys at Law & Notaries, Elisa-/n bethenstrasse 15, 4010 Basel as Independent Voting Rights Representative for a term of office/n until the completion of the next Annual General Meetin"