Latest news with #AuditCommittee
Business Wire
2 days ago
- Business
- Business Wire
Flow Beverage Corp. Announces Leadership Change
TORONTO--(BUSINESS WIRE)-- Flow Beverage Corp. (TSX:FLOW; OTCPK:FLWBF) (' Flow ' or the ' Company ') announced today that Trent MacDonald has stepped down from his position as Chief Financial Officer and Executive Vice-President of Operations. The Board of Directors of the Company has initiated a process to select a new Chief Financial Officer and is in advanced discussions with a preferred candidate for this position. In the interim, the Company's Director of Finance will perform similar functions to those of the Chief Financial Officer. Mr. MacDonald will assist with this transition before he moves on to focus on other interests. "On behalf of Flow and its Board of Directors, I recognize and thank Trent for his contributions to the Company. His significant accomplishments demonstrate his leadership, expertise, team building skills and dedication. We are grateful for his work and achievements, and we wish Trent all the best in his future endeavors," said Nicholas Reichenbach, Chairman and Chief Executive Officer of Flow. 'On behalf of all members of the Audit Committee, I want to extend our thanks to Trent for all of his contribution, hard work and dedication since he joined Flow,' said Stephen A. Smith, Chair of the Audit Committee of the Company's Board of Directors. 'I would like to thank Nicholas Reichenbach and each member of the Company's Board of Directors that has supported me in the fulfilment of my duties as Chief Financial Officer and Executive Vice-President/Operations. I could not be prouder of all that has been accomplished,' said Mr. MacDonald. About Flow Flow is one of the fastest-growing premium water companies in North America. Founded in 2014, Flow's mission since day one has been to reduce environmental impacts by providing sustainably sourced natural mineral spring water in the most sustainable product formats. Today, the brand is B-Corp Certified with a best-in-class score of 114.5, offering a diversified line of health and wellness-oriented beverage products: original mineral spring water, award-winning organic flavours and sparkling mineral spring water in sizes ranging from 300-ml to 1-litre. All products contain naturally occurring electrolytes and essential minerals and support Flow's overarching purpose to 'bring wellness to the world through the positive power of water.' Flow beverage products are available at retailers in Canada and the United States, and online at For more information on Flow, please visit Flow's investor relations site at: Cautionary Statement Regarding Forward-Looking Statements This press release contains forward-looking information and forward-looking statements within the meaning of applicable securities laws (' Forward-Looking Statements '). The Forward-Looking Statements contained in this press release relate to future events or Flow's future plans, operations, strategy, performance or financial position and are based on Flow's current expectations, estimates, projections, beliefs and assumptions, including, among other things, in respect of the Company's expectations and ability to hire and appoint a person in the office of Chief Financial Officer. In particular, there is no assurance that the Company will be able to fill the position of Chief Financial Officer in the short term. Such Forward-Looking Statements have been made by Flow in light of the information available to it at the time the statements were made and reflect its experience and perception of historical trends. All statements and information other than historical fact may be forward‐looking statements. Such Forward‐Looking Statements are often, but not always, identified by the use of words such as 'may', 'would', 'should', 'could', 'expect', 'intend', 'estimate', 'anticipate', 'plan', 'foresee', 'believe', 'continue', 'expect', 'believe', 'anticipate', 'estimate', 'will', 'potential', 'proposed' and other similar words and expressions. Forward-Looking Statements are based on certain expectations and assumptions and are subject to known and unknown risks and uncertainties and other factors, many of which are beyond Flow's control, that could cause actual events, results, performance and achievements to differ materially from those anticipated in these Forward-Looking Statements. Forward-Looking Statements are provided for the purpose of assisting the reader in understanding Flow and its business, operations, prospects, and risks at a point in time in the context of historical and possible future developments, and the reader is therefore cautioned that such information may not be appropriate for other purposes. Forward-Looking Statements should not be read as guarantees of future performance or results. Readers are cautioned not to place undue reliance on these Forward-Looking Statements, which speak only as of the date of this press release. Unless otherwise noted or the context otherwise indicates, the Forward-Looking Statements contained herein are provided as of the date hereof, and the Company disclaims any intention or obligation, except to the extent required by law, to update or revise any Forward-Looking Statements as a result of new information or future events, or for any other reason. The following press release should be read in conjunction with the management's discussion and analysis and unaudited condensed consolidated interim financial statements and notes thereto as at and for the three months ended January 31, 2025. Additional information about Flow is available on the Company's profile on SEDAR+ at
Yahoo
5 days ago
- Business
- Yahoo
MDB Capital Holdings Announces Transitions In Its Board of Directors
Matthew Hayden transitions to new strategic role; Dan Torpey appointed Audit Committee Chair Addison, TX, June 02, 2025 (GLOBE NEWSWIRE) -- MDB Capital Holdings, LLC, (NASDAQ: MDBH) ('MDB'), a public venture platform focused on launching category-leading disruptive technology companies, today announced key leadership transitions within its Board of Directors. Matthew Hayden, a board director since July 2022, will step down effective June 30, 2025, to assume a newly created role as Entrepreneur in Residence. In this position, Mr. Hayden will continue to support MDB's mission by applying his three decades of experience as an operator, investor, and strategic advisor to help guide early-stage disruptive technology companies through launch and growth while significantly expanding the firm's public venture community. 'Matt has been an integral part of our board and played a vital role in taking MDB from a private company to a publicly traded leader in public venture,' said Christopher Marlett, Co-founder and CEO of MDB. 'We are grateful for his continued partnership and look forward to the impact he will have in this next chapter as we scale the platform and expand our founder and investor community.' In addition, current board director Dan Torpey has been appointed Chair of the Audit Committee, effective February 13, 2025. Torpey, who joined the Audit Committee in June 2024, brings 24 years of experience as an Assurance Partner at Ernst & Young LLP. His expertise spans accounting, auditing, compliance, financial reporting, fraud detection, and corporate investigations — all of which continue to strengthen MDB's governance and operational rigor. These transitions reflect MDB's commitment to building a world-class leadership team to support its strategy of launching and scaling transformational technology ventures. About MDB Capital Holdings, LLC Founded in 1997, MDB focuses on launching "Big Ideas" into valuable public companies with a better approach to public venture capital. This approach involves community-driven financings of pre-revenue, early-stage disruptive technology companies through early public offerings, primarily listed on NASDAQ, as well as post-IPO offerings for already public companies that fit MDB's overall criteria for investment. MDB Capital is the brand under which MDB Capital Holdings, LLC (NASDAQ: MDBH) and its subsidiaries operate and provide services, which includes a self-clearing broker-dealer and trading platform and an integrated, intellectual property (IP) strategy consulting and law firm. MDB Capital is a registered broker-dealer, Member FINRA/SIPC. For more information, please visit Forward-Looking Statements This press release contains "forward-looking statements." These forward-looking statements are made as of the date they were first issued and were based on current expectations, estimates, forecasts and projections as well as the beliefs and assumptions of management. Words such as "expect," "anticipate," "should," "believe," "hope," "target," "project," "goals," "estimate," "potential," "predict," "may," "will," "might," "could," "intend," "shall" and variations of these terms or the negative of these terms and similar expressions are intended to identify these forward-looking statements. Forward-looking statements are subject to a number of risks and uncertainties, many of which involve factors or circumstances that are beyond MDB's control. MDB's actual results could differ materially from those stated or implied in forward-looking statements due to a number of factors, including but not limited to, risks detailed in documents that may be filed by MDB from time to time with the SEC. The forward-looking statements included in this press release represent MDB's views as of the date of this press release. MDB anticipates that subsequent events and developments will cause its views to change. MDB undertakes no intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. These forward-looking statements should not be relied upon as representing MDB's views as of any date subsequent to the date of this press release. Investor Relations Contact: IR@ Media Contact: press@ in to access your portfolio
Yahoo
5 days ago
- Business
- Yahoo
MDB Capital Holdings Announces Transitions In Its Board of Directors
Matthew Hayden transitions to new strategic role; Dan Torpey appointed Audit Committee Chair Addison, TX, June 02, 2025 (GLOBE NEWSWIRE) -- MDB Capital Holdings, LLC, (NASDAQ: MDBH) ('MDB'), a public venture platform focused on launching category-leading disruptive technology companies, today announced key leadership transitions within its Board of Directors. Matthew Hayden, a board director since July 2022, will step down effective June 30, 2025, to assume a newly created role as Entrepreneur in Residence. In this position, Mr. Hayden will continue to support MDB's mission by applying his three decades of experience as an operator, investor, and strategic advisor to help guide early-stage disruptive technology companies through launch and growth while significantly expanding the firm's public venture community. 'Matt has been an integral part of our board and played a vital role in taking MDB from a private company to a publicly traded leader in public venture,' said Christopher Marlett, Co-founder and CEO of MDB. 'We are grateful for his continued partnership and look forward to the impact he will have in this next chapter as we scale the platform and expand our founder and investor community.' In addition, current board director Dan Torpey has been appointed Chair of the Audit Committee, effective February 13, 2025. Torpey, who joined the Audit Committee in June 2024, brings 24 years of experience as an Assurance Partner at Ernst & Young LLP. His expertise spans accounting, auditing, compliance, financial reporting, fraud detection, and corporate investigations — all of which continue to strengthen MDB's governance and operational rigor. These transitions reflect MDB's commitment to building a world-class leadership team to support its strategy of launching and scaling transformational technology ventures. About MDB Capital Holdings, LLC Founded in 1997, MDB focuses on launching "Big Ideas" into valuable public companies with a better approach to public venture capital. This approach involves community-driven financings of pre-revenue, early-stage disruptive technology companies through early public offerings, primarily listed on NASDAQ, as well as post-IPO offerings for already public companies that fit MDB's overall criteria for investment. MDB Capital is the brand under which MDB Capital Holdings, LLC (NASDAQ: MDBH) and its subsidiaries operate and provide services, which includes a self-clearing broker-dealer and trading platform and an integrated, intellectual property (IP) strategy consulting and law firm. MDB Capital is a registered broker-dealer, Member FINRA/SIPC. For more information, please visit Forward-Looking Statements This press release contains "forward-looking statements." These forward-looking statements are made as of the date they were first issued and were based on current expectations, estimates, forecasts and projections as well as the beliefs and assumptions of management. Words such as "expect," "anticipate," "should," "believe," "hope," "target," "project," "goals," "estimate," "potential," "predict," "may," "will," "might," "could," "intend," "shall" and variations of these terms or the negative of these terms and similar expressions are intended to identify these forward-looking statements. Forward-looking statements are subject to a number of risks and uncertainties, many of which involve factors or circumstances that are beyond MDB's control. MDB's actual results could differ materially from those stated or implied in forward-looking statements due to a number of factors, including but not limited to, risks detailed in documents that may be filed by MDB from time to time with the SEC. The forward-looking statements included in this press release represent MDB's views as of the date of this press release. MDB anticipates that subsequent events and developments will cause its views to change. MDB undertakes no intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. These forward-looking statements should not be relied upon as representing MDB's views as of any date subsequent to the date of this press release. Investor Relations Contact: IR@ Media Contact: press@
3yon News
5 days ago
- Business
- 3yon News
إعلان شركة نفوذ للمنتجات الغذائية عن نتائج إجتماع الجمعية العامة غير العادية التي تضمنت الموافقة على زيادة رأس مال الشركة (الاجتماع الأول)
1. The company's financial statements for the fiscal year ending on December 31, 2024, were reviewed and discussed. 2. The Board of Directors' report for the fiscal year ending on December 31, 2024, was reviewed and discussed. 3. Approval of the auditor's report for the fiscal year ending on December 31, 2024, after discussion. 4. Approval of appointing Alzoman, Alfahad & Alhajjaj professional services Chartered Accountants as the company's external auditor from among the nominated firms based on the recommendation of the Audit Committee, to examine, review, and audit the financial statements for Q2, Q3, and the annual financials of 2025, and Q1 of 2026, with a total fee of SAR 390,000. 5. Approval of allowing Board Member Mr. Faisal bin Abdullah Al-Omaiqan to engage in activities competing with the company's business. 6. Approval of authorizing the Board of Directors with the powers of the Ordinary General Assembly as stated in paragraph (1) of Article 27 of the Companies Law for a period of one year from the date of this General Assembly's approval or until the end of the term of the authorized Board, whichever comes first, in accordance with the relevant executive regulations for listed joint-stock companies. 7. Approval of discharging the members of the Board of Directors from liability for the fiscal year ending December 31, 2024. 8. Approval of the Board of Directors' recommendation to distribute cash dividends amounting to SAR 11,908,359 (eleven million, nine hundred eight thousand, three hundred fifty-nine Saudi riyals) to shareholders for the fiscal period ending December 31, 2024, at SAR 0.25 per share, representing 25% of the nominal value of the share. Eligibility shall be for shareholders holding shares at the end of the trading day on the date of the General Assembly and registered in the company's shareholders register at the Securities Depository Center (Edaa) by the end of the second trading day following the eligibility date. Dividend distribution will commence on 15-06-2025. 9. Approval of disbursing board member remuneration in the amount of SAR 990,000 for the fiscal year ending December 31, 2024. 10. Approval of disbursing Audit Committee member remuneration in the amount of SAR 164,481 for the fiscal year ending December 31, 2024. 11. Approval of business and contracts to be concluded between the company and Abdullah Ibrahim Al-Omaiqan Real Estate Co., in which Board Members Mr. Faisal Abdullah Ibrahim Al-Omaiqan and Mr. Ibrahim Abdullah Ibrahim Al-Omaiqan have an indirect interest. These involve a lease contract for administrative offices and showrooms located in Al-Nuzha district, Riyadh. The contract duration is two calendar years, with an annual rental value of SAR 1,263,708 (exclusive of VAT). The total value of transactions in 2024 was SAR 1,263,708. These contracts were executed in the ordinary course of business and under prevailing commercial terms without preferential conditions. 12. Approval of business and contracts to be concluded between the company and Mosakhan Waraq Enab Food Services Establishment, in which Board Members Mr. Faisal Abdullah Ibrahim Al-Omaiqan and Mr. Ibrahim Abdullah Ibrahim Al-Omaiqan have an indirect interest. The contract is for the sale of food products with a one-year term. The total value of transactions in 2024 amounted to SAR 597,099 (exclusive of VAT). These contracts were executed in the ordinary course of business and under prevailing commercial terms without preferential conditions. 13. Approval of business and contracts executed between the company and Al-Omaiqan Holidays and Travel, in which Board Members Mr. Faisal Abdullah Ibrahim Al-Omaiqan and Mr. Ibrahim Abdullah Ibrahim Al-Omaiqan have an indirect interest. This involves an agreement to provide ticket booking services. The total value of transactions in 2024 amounted to SAR 367,291 (exclusive of VAT). These transactions were conducted in the ordinary course of business and under prevailing commercial terms without preferential conditions. 14. Approval of the amendment to the Audit Committee Charter. 15. Approval of the amendment to the Nomination and Remuneration Committee Charter. 16. Approval of the amendment to the Policy, Standards, and Procedures of Membership in the Board of Directors and its Committees. 17. Approval of the Competitive Activities Standards. 18. Approval of the Policy on Remuneration for Board Members, Committees, and Executive Management. 19. Approval of the Board of Directors' recommendation to increase the company's capital through the issuance of bonus shares as follows: • The capital increase will be through the capitalization of SAR 48 million from retained earnings, by granting one share for every one share held. • Total increase amount: SAR 48,000,000 • Capital before increase: SAR 48,000,000 • Capital after increase: SAR 96,000,000 • Increase percentage: 100% • Number of shares before the increase: 48,000,000 shares • Number of shares after the increase: 96,000,000 shares The capital increase aims to strengthen the company's financial position, support its expansion plans, and enhance shareholder returns by growing its business and seizing opportunities in the food sector. • Number of bonus shares: 1 share for every 1 share held • The increase will be through the capitalization of SAR 48,000,000 from retained earnings. Eligibility date: Shareholders who own shares by the end of the trading day on the date of the Extraordinary General Assembly and are registered with the Securities Depository Center (Edaa) at the end of the second trading day following the eligibility date. Fractional shares: In the event of fractional shares, they will be grouped in one portfolio and sold at market price. The proceeds will be distributed to eligible shareholders based on their respective entitlements within 30 days from the date of determining the entitled shares for each shareholder. • Approval of the amendment to Article (7) of the company's Articles of Association related to capital. Page 2 الأربعاء 01 مارس 2017 11:18 مساءً Page 3
Yahoo
30-05-2025
- Business
- Yahoo
Correction: Bulletin from Sivers Semiconductors AB (publ)'s Annual General Meeting on 28 May 2025
NEW YORK, May 30, 2025 /PRNewswire/ -- The correction pertains to the resolution regarding the Board remuneration. In all other respects, the press release remains unchanged. The correct version of the press release is published in its entirety below: The Annual General Meeting in Sivers Semiconductors AB (publ) (the "Company") has been held on 28 May 2025 and in particular the following decisions were resolved. Adoption of the annual report and the auditor's report The Annual General Meeting resolved to approve the profit and loss statement and the balance sheet regarding the parent Company and the Group, appropriation of the profit in accordance with the Board of Directors proposal and not to distribute any dividends for the financial year 2024, as well as to discharge the CEO and Board members from liability. Election of Board members As members of the Board of Directors it was resolved to re-elect Bami Bastani, Tomas Duffy, Erik Fällström, Karin Raj, Todd Thomson and Keith Halsey. Bami Bastani was re-elected as the Chairman of the Board of Directors and Tomas Duffy was re-elected as the Vice Chairman of the Board of Directors. It was resolved that remuneration to the members of the Board of Directors be paid as follows: SEK 1,050,000 to the Chairman of the Board of Directors, SEK 600,000 to the Vice Chairman of the Board of Directors, and SEK 350,000 to each of the other members of the Board of Directors elected by the Annual General Meeting. Remuneration shall amount to SEK 100,000 per year to the Chairman of the Audit Committee and SEK 50,000 per year to each of the other members of the Audit Committee, SEK 60,000 per year to the Chairman of the Investment Committee and SEK 30,000 per year to each of the other members of the Investment Committee, and SEK 50,000 per year to the Chairman of the Remuneration Committee and SEK 25,000 per year to each of the other members of the Remuneration Committee. Furthermore, it was resolved that the Company shall ensure that the Chairman of the Board of Directors is covered by US health insurance. Election of auditor The Annual General Meeting resolved to re-elect Deloitte AB as auditor with authorised public accountant Alexandros Kouvatsos as auditor-in-charge. The fees shall be paid in accordance with approved invoices. Resolution on guidelines for remuneration of senior executives The Annual General Meeting resolved on guidelines for remuneration to senior executives, to apply until further notice. Resolution on a long-term incentive program The Annual General Meeting resolved to introduce an incentive program (the "P10") for employees of the Group. P10 can be allotted to employees in the United States, Scotland, Sweden and India. P10 can be allotted to employees in the United States, Scotland, Sweden and India. P10 consists of stock options intended for the employees of the Group (the "Stock Options"). P10 shall consist of a maximum of 11,100,000 new Stock Options entitling to purchase of the same number of shares in the Company, corresponding to approximately 4.1 per cent of the share capital and votes in the Company after dilution. The Annual General Meeting resolved to authorise the Board of Directors to offer employees of the Group, at the discretion of the Board of Directors, to swap all but not some options granted under prior option grants for options granted under P10 terms and in addition to the maximum number of options described above, whereby two options under prior option grants may be swapped for one option under P10 terms. If all employees to be offered to swap options is accepting the offer, it is estimated the overall dilution for all outstanding incentive programs, including P10, will be reduced from approximately 9 per cent to approximately 6 per cent. The final number of Stock Options that participants in Europe are eligible to exercise may at the Board of Directors' discretion be dependent on performance criteria based on Compound Annual Growth Rate (CAGR) in line with semiconductor industry's growth, currently forecasted at 7.64 per cent. Stock Options granted to participants in the US or India shall not be subject to performance conditions. Resolution to authorise the Board of Directors to resolve on directed issue of Series C shares The Annual General Meeting resolved to authorise the Board of Directors to, on one or more occasions until the next Annual General Meeting, to resolve on a new issue of no more than 11,100,000 Series C shares, each with a quota value of SEK 0.50, corresponding to approximately 4.1 per cent of the share capital and votes of the Company after dilution. With the deviation from the shareholders' preferential rights, the new shares may be subscribed for by a bank or securities company at a subscription price corresponding to the quota value. The purpose of the authorisation and the reason for the deviation from the shareholders' preferential rights in the event of implementation of the share issue is to ensure delivery of shares to participants under the Company's outstanding incentive programs and in order to on terms of liquidity to secure social security charges. Resolution to authorise the Board of Directors to resolve on repurchase of Series C shares and transfer of ordinary shares to secure payment of social security charges The Annual General Meeting resolved to authorise the Board of Directors to, on one or more occasions until the next Annual General Meeting, to resolve on repurchases of Series C shares. Repurchases may only be made through an acquisition offer addressed to all holders of Series C shares and shall comprise all outstanding Series C shares. Acquisitions shall be made at a price corresponding to the quota value of the shares. Payment for acquired shares shall be made in cash. The purpose of the repurchase is to ensure delivery of shares to participants under the Company's outstanding incentive programs and in terms of liquidity to secure social security charges related to such incentive programs. Further, the Annual General Meeting resolved to authorise the Board of Directors to resolve, on one or several occasions until the next Annual General Meeting, to transfer own ordinary shares in accordance with the following. Transfers of ordinary shares may be carried out on Nasdaq Stockholm, at a price within the price range applicable, i.e. the range between the highest purchase price and the lowest selling price. Transfers may be made with the highest amount of ordinary shares required in order for the Company in terms of liquidity to secure social security charges related to the outstanding incentive programs in the Company. Transfer of shares may also take place outside of Nasdaq Stockholm to a bank or securities company, with deviation from the shareholders' preferential rights. Such a transfer may be made at a price corresponding the share price at the time for the transfer on the ordinary shares transferred with such a market discount as the Board of Directors deem appropriate. The authorisation may be used on one or more occasions, although at the latest before the next Annual General Meeting. Resolution on authorisation for the Board of Directors to resolve on issues of shares and/or convertible bonds The Annual General Meeting resolved to authorise the Board of Directors to, on one or several occasions during the period until the next Annual General Meeting, with or without deviation from the shareholder's preferential rights, resolve on share issues and/or issues of convertible bonds that involve the issue of or conversion to a maximum of 47,900,000 ordinary shares, corresponding to a dilution of approximately 15.0 per cent of the share capital and the voting rights after dilution, based on the current number of ordinary shares in the Company. Payment for subscribed shares and/or convertible bonds shall be made in cash, in kind or by way of set-off. The issuance of shares and/or convertible bonds under this authorisation shall be made at a subscription price according to the prevailing market conditions at the time of the issuance of the shares and/or convertible bonds. About Sivers Semiconductors Sivers Semiconductors is a critical enabler of a greener data economy with energy efficient photonics & wireless solutions. Our differentiated high precision laser and RF beamformer technologies help our customers in key markets such as AI Datacenters, SATCOM, Defense and Telecom solve essential performance challenges while enabling a much greener footprint. For additional information, please visit us at: ( CONTACT: Media Contact Tyler Weiland Shelton Group+1-972-571-7834tweiland@ Company ContactVickram VathulyaCEOir@ This information was brought to you by Cision View original content: SOURCE Sivers Semiconductors Sign in to access your portfolio
