Resolutions at Mr Green’s Annual General Meeting 2017
At the Annual General Meeting of Mr Green & Co AB held in Stockholm on 16 May 2017, the following main resolutions were made:
In accordance with the proposal of the Board of Directors and the CEO, the Meeting resolved to declare that no dividend was to be paid for the financial year 2016.
Election of Board of Directors
Kent Sander, Tommy Trollborg, Andrea Gisle Joosen, Henrik Bergquist, Eva Lindqvist and Danko Maras were re-elected as members of the Board. Kent Sander was re-elected Chairman of the Board.
Fees to the Board of Directors
It was resolved that remuneration to the Board of Directors shall amount to a total of SEK 2,305,000, of which SEK 730,000 to the Chairman and SEK 315,000 to each of the other Board members. Work in the committees shall be compensated to a total of SEK 385,000 distributed as follows: SEK 125,000 to the Chairman of the Audit Committee and SEK 75,000 to other Audit Committee members, SEK 50,000 to the Chairman of the Remuneration Committee and SEK 30,000 to other Remuneration Committee members.
Election of auditor
The registered public accounting firm Öhrlings PricewaterhouseCoopers AB was re-elected auditor of the company until the end of the 2018 Annual General Meeting. Öhrlings PricewaterhouseCoopers AB has stated that Bo Åsell will be the Auditor in Charge. It was resolved that remuneration to the auditor is to be paid in accordance with approved invoices.
The Meeting resolved to instruct the Chairman of the Board to convene a Nominating Committee, composed of the Chairman of the Board and one representative each of the Company’s three largest shareholders. The Nominating Committee constitutes its members based on Euroclear Sweden AB’s list of registered shareholders on the final banking day of August.
Guidelines for Remuneration to Senior Executives
The Meeting approved the proposal of the Board regarding guidelines for remuneration to senior executives, which entail the following.
A Remuneration Committee elected from within the Board’s ranks is assigned the task of preparing guidelines for salaries and other employment conditions for the CEO and other senior executives and presenting proposals to the Board for a decision on such matters. The Board is to determine the salary and other remuneration paid to the CEO. The CEO is to determine the salary and other remuneration paid to other senior executives in accordance with the Board’s guidelines. The term “other senior executives” refers to individuals who, in addition to the CEO, constitute Group Management. Basic remuneration levels are to be consistent with market terms. Remuneration consists of a fixed basic salary, any variable remuneration calculated on the basis of predetermined targets, other benefits, pension and financial instruments in the form of warrants. The division between fixed salary and variable remuneration is to be proportionate to the executive’s responsibilities and authorities. The variable remuneration for the CEO and other senior executives may not exceed 50% of their fixed salary. Pension terms are to be based on defined-contribution pension solutions. The period of notice in case of termination by the Company may not exceed six months. During the period of notice of up to six months, the employee receives a full salary and employee benefits. Decisions regarding share-based and share price-based incentive schemes are made by the general shareholders’ meeting. In individual cases and where specific reasons exist, the Board may deviate from the above guidelines.
A uthorization of the Board to decide on a new issue of shares
The Meeting approved the proposal of the Board to authorize the Board to, on one or more occasions for the period up to the next Annual General Meeting, resolve on new share issue(s) totaling not more than 7,000,000 shares and subject to the limits stipulated by the Articles of Association. New share issue(s) shall be possible with or without preferential rights for shareholders, and with payment through contribution in kind, by set-off or on terms in accordance with Chapter 2, Section 5, Paragraph 2, Subsections 1-3 and 5 of the Swedish Companies Act. New share issue(s) in accordance with this authorization shall be on market terms. The Chairman of the Board, Kent Sander, informed the Meeting that the Company has appointed Carnegie and SEB as its financial advisors.
The decisions can be read in full at www.mrg.se .
For further information, please contact:
Per Norman, CEO of Mr Green & Co AB, tel. +46 (0) 722 30 9191
Åse Lindskog, Communication and IR, tel. +46 (0) 730 24 48 72
Mr Green is a leading online gaming company with operations in twelve countries. The business concept is to offer entertainment and a first-class gaming experience in a responsible environment. The business was founded in 2007 and has developed into a well-established online gaming company with a broad customer offer and a strong globally viable brand. In 2016, Mr Green generated sales of SEK 924.5 million and the company has over 200 employees. The headquarters and technical development are based in Stockholm, and operations in Malta. Mr Green has gaming licenses in Malta, UK, Italy, casino license in Denmark and Sportsbook license in Ireland. The company is listed on Nasdaq Stockholm’s main market. Read more at www.mrg.se .