REPORT FROM THE ANNUAL GENERAL MEETING OF SCOUT GAMING GROUP
At the annual general meeting (the “AGM”) of Scout Gaming Group AB (publ), reg. no 559119-1316, (the “Company”), on May 23 2024 the AGM adopted, inter alia, the following resolutions. For more detailed information regarding the contents of the resolutions, please refer to the notice to the AGM and the proposals, which have previously been published and are available on the Company’s website, scoutgaminggroup.com.
Adoption of the balance sheet and income statement, disposition regarding the Company’s results and discharge from liability
The AGM resolved to allocate the disposable earnings in accordance with the board’s proposal. The year’s earnings according to the adopted balance sheet shall be carried forward and no dividend shall be paid for the financial year 2023. The annual general meeting also discharged all the board members and the CEO from liability for the financial year 2023.
Election of board members and auditor and remuneration to the board and auditor
The AGM resolved that the board for the time until the end of the next annual general meeting shall consist of four (4) ordinary members: Niklas Braathen (chairman of the board), Hans Isoz, Fredrik Rüden and Jonathan Pettemerides.
The AGM resolved to elect the registered audit firm BDO Mälardalen AB as auditor for the period until the end of the next annual general meeting. BDO Mälardalen AB has informed that Carl-Johan Kjellman will take the role as auditor in charge.
It was resolved to distribute a fee to the board for the upcoming period of total SEK 750,000, whereof SEK 300,000 to the chairman of the board and SEK 150,000 per board member who is not an employee of the Company. The audit fee shall be paid according to approved invoice.
Resolution regarding authorization for the board of directors to decide on new share issues
The AGM resolved to authorize the board of directors, with or without deviating from the shareholder’s preferential rights, to decide upon issuance of new shares not exceeding 40 percent of the total number of shares in the Company at the time for the Annual General Meeting, constituting a total dilution of a maximum of 28,57 percent for existing shareholders if the authorization is fully utilized. Payment shall, apart from payment in cash, be made in kind or by set-off or otherwise with conditions.
Deviation from the shareholder’s preferential rights shall be possible in order to increase the Company’s financial position, conduct corporate acquisitions or acquisitions of business assets and for the Company’s business as well as the adjustment of the Company’s capital and/or ownership structure. Upon such deviation from the shareholder’s preferential rights, the new issue shall be made at market terms and conditions, with reservations for, where appropriate, issue discounts which are in line with market conditions.