Resolutions of Nitro Games Oyj’s Annual General Meeting and Board of Directors
The Annual General Meeting of Nitro Games Oyj was held on 26 April 2019 in Stockholm, Sweden. A total of 14 shareholders and 2.040.110 shares and votes were represented in the meeting.
The Annual General Meeting resolved on the following issues:
Adoption of the annual accounts, resolution on the measures regarding loss shown on the balance sheet, resolution on the discharge from liability
The Annual General Meeting adopted the annual accounts for 2018 and resolved that the net loss of EUR -5,748,806.43 be transferred to the retained earnings / loss account and that no dividend be paid. The Annual General Meeting discharged the members of the Board of Directors and the CEO from liability for the year 2018.
Resolution on the remuneration of the members of the Board of Directors and election of members of the Board of Directors
The Annual General Meeting resolved that the members of the Board of Directors be paid the following remuneration for the term of their office: the members of the Board of Directors are not receiving a cash compensation. Instead, the Chairman of the Board will be granted 30,000 and other members of the Board of Directors each 20,500 stock options. The stock options will be issued based on the authorization which is proposed to be given by the General Meeting. Subscription period for shares based on the stock options granted to the members of the Board of Directors will begin on 26 April 2020 and end on 26 April 2022. The General Meeting resolved in accordance with the proposal of the shareholders that the members of the committees to be possibly established will be paid the following remuneration: chairman EUR 1,000 per meeting and other members EUR 500 per meeting. The General Meeting also resolved that the members of the Board of Directors be reimbursed for reasonable travel and lodging costs in accordance with company’s travel policy.
The Annual General Meeting resolved that seven (7) members be elected to the Board of Directors. The Annual General Meeting re-elected Mr. Antti Villanen, Mr. Jacob Ehrnrooth, Mr. Sverker Littorin, Mr. Ilkka Lassila and Mr. Wilhelm Taht of the current members of the Board of Directors as members to the Board of Directors and elected Mr. Johan Biehl and Mr. Oliver Kern as new members to the Board of Directors.
Remuneration and election of the auditor
The Annual General Meeting resolved that the auditor’s fees are paid according to the auditor’s invoice accepted by the company. The Annual General Meeting re-elected auditing firm Idman Vilén Grant Thrornton Oy as the company’s auditor. Idman Vilén Grant Thornton Oy has informed that the principal auditor will be Mr. Antti Niemistö, Authorised Public Accountant.
Authorizing the Board of Directors to resolve on issuance of stock options
The General Meeting resolved in accordance with the proposal of the Board of Directors to authorize the Board of Directors to decide, in one or more transactions, on issuance of stock options as follows:
The maximum total number of stock options issued with the authorization is 361,630. Each stock option entitles to subscription of one new share. The original subscription price of shares based on the stock options shall be 74 SEK / share and it has been set based on the highest historic share price. The Board of Directors is authorized to decide on all other terms of the stock option plan. The authorization is valid until 31 December 2021. For the avoidance of doubt, the authorization does not affect the validity of the company’s existing stock option plans or the Board of Directors’ authorization to give stock options based on the same.
Constitutionary meeting of the Board of Directors
The new Board of Directors held its organising meeting after the Annual General Meeting and elected Jacob Ehrnrooth as the Chairman of the Board.
Jacob Ehrnrooth, Ilkka Lassila, Matti Nikkola and Wilhelm Taht were elected as members of the Remuneration Committee.
NITRO GAMES OYJ
Board of Directors
For more information:
Jussi Tähtinen, CEO & Co-Founder
Phone: +358 44 388 1071
Sverker Littorin, Board member, IR Advisor
Phone: +46 70 875 53 09
Nitro Games in brief:
Nitro Games is a free-to-play mobile game developer and publisher making games for the mid-core user segment. The Company focuses on producing competitive multiplayer games with high production value and high revenue potential for smartphones and tablets. With Nitro Games’ powerful NG Platform and NG MVP-process, the Company is able to do market validation during the development to ensure high product quality. Nitro Games has developed games such as Heroes of Warland, Medals of War, Raids of Glory, East India Company, Commander: Conquest of the Americas, Pirates of Black Cove. Nitro Games’ shares are listed on Nasdaq First North Stockholm with the ticker NITRO. The Certified Adviser is Augment Partners AB, email@example.com, +46 8-505 65 172.