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Corporate Governance

At Diamorph, we strive for integrity in our business practices and adhere to a stringent code of corporate governance.  

Corporate Governance

 

Diamorph is a Swedish public limited company. Responsibility for governance and control of the Group is divided between the shareholders via the Shareholders' General Meeting, the Board of Directors and the Chief Executive Officer pursuant to the Swedish Companies Act, prevailing regulations governing listed corporations and Diamorph's Articles of Association.

Corporate governance in Diamorph is based on the Swedish Companies Act, the Swedish Annual Accounts Act and other relevant laws and regulations.

Diamorph has defined unequivocal roles and division of responsibility between the Board, management and various control bodies. Transparency applies to information provided to shareholders and the capital markets. Diamorph works continually to improve the company's decision-making and control systems.

Board of Directors

In accordance with the Articles of Association, the Board of Directors of Diamorph shall consist of no fewer than three and not more than six members, elected annually by the Annual General Meeting for the period until the end of the next Annual General Meeting. The Articles of Association of the company contains no special provisions regarding the election and discharge of Board members or regarding changes of the Articles of Association.

Group Management

The CEO is responsible for leading and managing Diamorph's operations in accordance with the Swedish Companies Act, other legislation and regulations, applicable rules for listed companies, including the Code, the Articles of Association and the instructions and strategies determined by the Board. The CEO shall ensure that the Board is provided with objective, detailed and relevant information required in order to make well-informed decisions. The CEO is also responsible for keeping the Board informed of the company’s development between Board meetings.

The CEO has appointed a Management group comprising of heads of research and development, finance and business related activities. The Management group is responsible for overall business development, and apportioning financial resources between the business areas, as well as matters involving financing and capital structure. Where necessary, specialist know-how from leading experts is also commissioned.

 

Articles of Association

Attached below are the articles of association for Diamorph AB (publ), adopted at the annual general meeting on June 27, 2013.

Articles of Association 2013

 

 

 

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