1. Opening of the meeting

The meeting was opened by chairperson Morten Jurs, who recorded the list of attending shareholders. In total 23,896,887 shares out of the Company''s 69,087,041 shares were present, corresponding to 34.59% of the total number of shares and votes of the Company.

2. Election of a chairperson and a person to co-sign the minutes

Chairperson Morten Jurs was elected to chair the general meeting and Tore Grøttum was elected to co-sign the minutes with the chairperson.

The resolution was unanimous.

3. Approval of the notice and the agenda

The notice and the agenda were approved.

The resolution was unanimous.

4. Approval of the annual accounts and directors’ report of Genetic Analysis AS for 2024, including allocation of the result of the year

In accordance with the proposal from the board of directors, the general meeting resolved as follows:

The annual accounts and the directors'' report for the Company for 2025 are approved, including the board of directors'' proposal for allocation of the result of the year.

5. Remuneration to the Company''s auditor

In accordance with the proposal from the board of directors, the general meeting resolved as follows:

Remuneration to the Company''s auditor for the accounting year of 2025 is approved in accordance with the information presented in the annual accounts for the Company for 2025.

The resolution was unanimous.

6. Election of members to the board of directors

In accordance with the nomination committee’s proposal, the general meeting decided to elect the following board members for a period until the next annual general meeting:

Morten Jurs – Chairperson

Camilla Huse Bondesson – Board member

Ove Öhman – Board member

Thorvald Steen – Board member

Rune Sørum – Board member

Jonathan Kohn – Board member

The resolution was unanimous.

7. Remuneration of the Board of Directors

In accordance with the nomination committee’s proposal, the general meeting adopted the following resolution:

In the period until the next annual general meeting, the following board remuneration applies:

Morten Jurs – Chairperson: NOK 400,000 per year

Camilla Huse Bondesson – Board member: NOK 125,000 per year

Thorvald Steen – Board member: NOK 125,000 per year

Rune Sørum – Board member: NOK 125,000 per year

Ove Öhman – Board member: NOK 125,000 per year

No remuneration shall be paid to the other members of the board of directors.

The resolution was unanimous.

8. Election of members to the nomination committee

In accordance with the board’s proposal, the general meeting resolved to elect the following members for the nomination committee:

Bjørn Fuglaas (Chair)

Svein Lien

Kari Stenersen

The resolution was unanimous.

9. Remuneration to the Company''s nomination committee

In accordance with the board’s proposal, the general meeting adopted the following resolution regarding remuneration to the nomination committee members for the period until the next annual general meeting:

Chair of the nomination committee: NOK 30,000

Other members: NOK 15,000

The resolution was unanimous.

10. General authorisation to the board of directors to increase the share capital

In accordance with the board of directors’ proposal, the general meeting adopted the following resolution:

The board of directors is authorised pursuant to section 10-14 (1) of the Norwegian Private Limited Companies Act to increase the Company''s share capital by up to NOK 12,000,000.00. Subject to said limitation on the aggregate amount, the authorisation may be used on one or more occasions.

The authorisation can be used to issue new shares in consideration for acquisitions and other strategic transactions for the Company, to strengthen the Company’s share capital, or in connection with repair issues connected to directed issues of shares.

The authorisation is valid until the annual general meeting in 2027, and no later than 30 June 2027.

The shareholders'' preferential rights to new shares pursuant to section 10-4 of the Norwegian Private Limited Companies Act may be deviated from pursuant to section 10-5 of the same Act.

The authorisation comprises share capital increases against contributions in cash and contributions other than cash. The authorisation also comprises the right to incur special obligations for the company pursuant to section 10-2 of the Norwegian Private Limited Companies Act, as well as decisions on merger pursuant to section 13-5 of the same Act.

With effect from the time of registration of this authority with the Norwegian Register of Business Enterprises, all previous authorities to the board of directors to increase the share capital are revoked.

The resolution was unanimous.

11. Authorisation to the board of directors to acquire own shares

The Company has an authorization to acquire own shares in the Company that expires on 30 June 2026. The authorization equals approximately 10% of the Company''s share capital at the time it was resolved.

An authorization to acquire own shares provides the Company with flexibility to strategically use own shares in the Company and in the shareholders'' best interests. The authorization may also be used to deliver shares upon exercise of options by board members or employees.

It was therefore proposed that the general meeting approves a renewed authorization to acquire own shares with a nominal value of up to NOK 4,200,000.00, equalling approximately 10% of the Company''s share capital.

In accordance with the board of directors’ proposal, the general meeting adopted the following resolution:

Pursuant to section 9-4 of the Norwegian Private Limited Liability Companies Act, the board of directors is authorised to acquire shares in the Company ("treasury shares") on behalf of the Company with a total nominal value of up to NOK 3,600,000.00.

In the acquisition of own shares, no consideration can be paid per share that is less than NOK 0.60 or above NOK 10.

Acquisition and sale of own shares may be done as the board of directors deems appropriate.

The authorization is valid until the next annual general meeting of the Company in 2027, however no later than 30 June 2027.

This authorisation replaces the authorisation to acquire own shares resolved by the general meeting on 19 May 2025 (as registered with the Norwegian Register of Business Enterprises on 18 July 2025).

The resolution was unanimous.

12. Extension of share option program

In accordance with the board’s proposal, the general meeting adopted the following resolution:

The Company''s option program is expanded so that management and other employees can be given a total right to acquire up to 1,580,000 shares in the Company.

The allocation of options shall be made by the board of directors, and each option shall entitle the holder to subscribe for a share in the Company at the value the board of directors considers as the estimated market value at the time of issue of the option.

The resolution was unanimous.

13. Authorisation to the board of directors to increase the share capital in connection with the Company''s share option program

It is desirable that the board is granted authorisation to increase the Company''s share capital by up to NOK 3,714,600, equalling approximately 8.9% of the Company''s share capital.

The proxy shall facilitate future issuance of shares for liabilities derived from existing and/or new options granted to management and employees under the Company’s share option program, as well as existing options granted to board members.

In accordance with the Board’s proposal, the general meeting adopted the following resolution:

The board of directors is authorized pursuant to section 10-14 (1) of the Norwegian Private Limited Companies Act to increase the Company’s share capital by up to NOK 3,223,551.00. Subject to this aggregate amount limitation, the authority may be used on more than one occasion.

The authorization is valid until the next annual general meeting of the Company in 2027, however no later than 30 June 2027.

The shareholders’ preferential rights to new shares pursuant to section 10-4 of the Private Limited Companies Act may be waived, cf. section 10-5 of the same Act.

The authority covers capital increases against contributions in cash and contributions other than cash. The authorisation also comprises the right to incur special obligations for the company pursuant to section 10-2 of the Norwegian Private Limited Companies Act, as well as decisions on merger pursuant to section 13-5 of the same Act.

The resolution was unanimous.

For more information, please contact:
Ronny Hermansen, CEO
E-mail: rh@genetic-analysis.com