0001567619-22-018537.txt : 20221017 0001567619-22-018537.hdr.sgml : 20221017 20221017183016 ACCESSION NUMBER: 0001567619-22-018537 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20221017 FILED AS OF DATE: 20221017 DATE AS OF CHANGE: 20221017 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Varghese Hemanth Jacob CENTRAL INDEX KEY: 0001669437 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38238 FILM NUMBER: 221314539 MAIL ADDRESS: STREET 1: 330 JOICEY BOULEVARD CITY: TORONTO STATE: A6 ZIP: M5M2W1 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Venus Concept Inc. CENTRAL INDEX KEY: 0001409269 STANDARD INDUSTRIAL CLASSIFICATION: SURGICAL & MEDICAL INSTRUMENTS & APPARATUS [3841] IRS NUMBER: 061681204 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 235 YORKLAND BLVD. STREET 2: SUITE 900 CITY: TORONTO STATE: A6 ZIP: M2J 4Y8 BUSINESS PHONE: 877-848-8430 X117 MAIL ADDRESS: STREET 1: 235 YORKLAND BLVD. STREET 2: SUITE 900 CITY: TORONTO STATE: A6 ZIP: M2J 4Y8 FORMER COMPANY: FORMER CONFORMED NAME: Restoration Robotics, Inc. DATE OF NAME CHANGE: 20171121 FORMER COMPANY: FORMER CONFORMED NAME: Restoration Robotics Inc DATE OF NAME CHANGE: 20070808 3 1 doc1.xml FORM 3 X0206 3 2022-10-17 1 0001409269 Venus Concept Inc. VERO 0001669437 Varghese Hemanth Jacob C/O VENUS CONCEPT INC. 235 YORKLAND BLVD., SUITE 900 TORONTO A6 M2J 4Y8 ONTARIO, CANADA 0 1 0 0 President/Chief Bus. Officer Exhibit 24.1 Power of Attorney /s/ Michael Mandarello as attorney-in-fact for Hemanth Jacob Varghese 2022-10-17 EX-24.1 2 poa.htm POWER OF ATTORNEY POWER OF ATTORNEY 

LIMITED POWER OF ATTORNEY FOR REPORTING UNDER SECTION 16(a) OF THE
SECURITIES EXCHANGE ACT OF 1934, AS AMENDED

Know all by these presents, that the undersigned hereby constitutes and appoints
John Smith and Michael Mandarello, each acting individually, as the undersigned's
true and lawful attorney-in-fact to:
(1)	execute for and on behalf of the undersigned, in the undersigned's capacity
as a director or officer of Venus Concept Inc., a Delaware corporation ("Venus"),
Forms 3, 4 and 5 in accordance with Section 16(a) of the Securities Exchange
Exchange Act of 1934, as amended (the "Exchange Act"), and the rules
and regulations of the United States Securities and Exchange Commission ("SEC")
promulgated thereunder;
(2)	do and perform any and all acts for and on behalf of the undersigned which may be
necessary or desirable to complete and execute any such Forms 3, 4 and 5, complete and
executed any amendment or amendments thereto, and to timely file any such form with the
SEC and any stock exchange or similar authority, including completing and executing
a Uniform Applicable for Access Codes to File on Edgar on Form ID; and
(3) 	take any other action of any type whatsoever in connection with the foregoing which,
in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or
legally required by, the undersigned, it being understood that the documents executed by such
attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in
such form and shall contain such terms and conditions as such attorney-in-fact may approve in
such attorney-in-fact's discretion.
The undersigned hereby grants to such attorney-in-fact full power and authority to do and
perform any and every act and thing whatsoever requisite, necessary, or proper to be done in
the exercise of the rights and powers herein granted, as fully to all intents and
purposes as the undersigned might or could do if personally present, with full power of
substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact
shall lawfully do or cause to be done by virtue of this power of attorney and the rights
and powers herein granted. The undersigned acknowledges that the foregoing attorney-in-fact,
in serving in such capacity at the request of the undersigned, are not assuming
any liability for the undersigned's responsibility to comply with the requirements of
Section 13 or Section 16 or the Exchange Act or Rule 144, any liability of the undersigned
for any failure to comply with such requirements, or any liability of the undersigned
for disgorgement of profits under Section 16(b) of the Exchange Act.
The undersigned agrees that such attorney-in-fact herein may rely entirely on information
furnished orally or in writing by the undersigned to such attorney-in-fact. The undersigned
also agrees to indemnify and hold harmless Venus and each such attorney-in-fact against
any losses, claims, damages or liabilities (or actions in these respects) that arise out of
or are based on any untrue statements or omission of necessary facts in the information
provided by the undersigned to such attorney-in-fact for purposes of executing,
acknowledging, delivering and filing Forms 3, 4 or 5 (including amendments thereto),
and agrees to reimburse Venus and such attorney-in-fact for any legal or other expenses
reasonably incurred in connection with investigating or defending against any such loss,
claim, damage, liability or action.
This Power of Attorney supersedes any power of attorney previously executed by the undersigned
regarding the purposes outlined in the first paragraph hereof ("Prior Powers of Attorney"),
and the authority of the attorneys-in-fact named in any Prior Powers of Attorney is hereby
revoked.
This Power of Attorney shall remain in full force and effect until the undersigned is no
longer required to file Forms 3, 4 and 5 with respect to the undersigned's holdings of and
transactions in securities issued by Venus, unless earlier revoked by the
undersigned in a signed writing delivered to the foregoing attorneys-in-fact.  This
Power of Attorney may be filed with the SEC as a confirming statement of authority
granted herein.

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed
as of this 12th day of October, 2022.

/s/ Hemanth J. Varghese