At the annual general meeting in
Adoption of income statement and balance sheet as well as consolidated income statement and consolidated balance sheet
The annual general meeting adopted the income statement and consolidated income statement as well as the balance sheet and the consolidated balance sheet for the financial year 2019.
Resolution on dividends
The annual general meeting resolved on a dividend of
Resolution on discharge from liability, re-election of board members and board fees
The annual general meeting resolved on discharge from liability for the members of the board of directors and the managing director for the financial year 2019.
The annual general meeting resolved that the board of directors shall consist of six board members and no deputies.
The annual general meeting resolved that the total fees to the board for the period until the next annual general meeting shall be
Election of auditor and determination of fees to the auditor
The annual general meeting resolved to re-elect Öhrlings
Instruction to the nomination committee
The annual general meeting resolved that the principles setting out how members of the nomination committee are appointed that were adopted at the annual general meetings 2017, 2018 and 2019 shall continue to be applied as the instruction to nomination committee during 2020. Pursuant to the instruction, the nomination committee shall consist of three members that shall be appointed by the three largest shareholders in terms of votes on the last business day in August together with a board member who is independent of the company and its senior management.
Guidelines for remuneration to the senior management
The annual general meeting resolved on guidelines for remuneration to the senior management. Pursuant to the guidelines, remuneration to senior executives shall be based on conditions that are market competitive and at the same time aligned with the shareholders' interests. Remuneration to the senior management shall consist of a fixed and, for some senior executives, variable salary. These components shall create a well-balanced remuneration reflecting individual competence, responsibility and performance, both short-term and long-term, as well as the company's overall performance. The objective of the guidelines is to ensure that the company can attract, motivate and retain senior executives with the expertise and experience required to achieve the company's operating goals.
Authorisation for acquisition and transfer of own shares
The annual general meeting resolved to authorise the board of directors to resolve on the acquisition and transfer of own shares. Acquisition of own shares may be made on Nasdaq Stockholm within the price interval registered at any given time provided that the company's holding of own shares at any given time does not exceed 10 percent of all shares in the company. Transfer of own shares may be made on or outside of Nasdaq Stockholm within the price interval registered at any given time up to the number of shares that, at any given time, are held by the company. Transfers of own shares outside of Nasdaq Stockholm may be made against payment in cash, in kind or by way of set-off, and the price shall be established so that the transfer is made on market terms.
The purpose of the authorisation to transfer own shares is to enable the board of directors to optimise and improve the capital structure of the company, thereby creating added shareholder value, and/or to enable the company to use acquired own shares as payment for, or financing of, acquisitions of companies or businesses or to hedge or facilitate the settlement of the company's incentive programmes.
Reduction of the share capital through redemption of own shares and increase of the share capital through bonus issue
The annual general meeting resolved to reduce the share capital by
Following the reduction of the share capital, the share capital of the company will amount to
Authorisation to issue shares, warrants and convertible debt
The annual general meeting resolved to authorise the board of directors to resolve to increase the company's share capital by issuing new shares, warrants or convertible debt in the company. The authorisation shall be limited whereby the board of directors may not resolve to issue shares, warrants or convertible debt that involve the issue of, or conversion into shares corresponding to, more than ten (10) per cent of the shares in the company at the time of the annual general meeting.
The purpose of the authorisation and the reasons for any deviation from the shareholders' preferential rights is to be able to carry out and finance acquisitions of businesses and assets.
Minutes and complete resolutions
The minutes from the annual general meeting, including the complete resolutions and the new articles of association, will be available on the company's website, www.evoltiongaming.com.
For further information, please contact:
The information was submitted for publication at
https://news.cision.com/evolution-gaming/r/resolutions-at-the-annual-general-meeting-in-evolution-gaming-group-ab--publ-,c3136882
https://mb.cision.com/Main/12069/3136882/1265982.pdf
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