Summary from the annual general meeting 2020 of Raketech Group Holding Plc.
The shareholders of Raketech gathered in Stockholm, Sweden, on 15 May 2020 to hold an annual general meeting. The following resolutions were made.
It was resolved to approve the Consolidated Financial Statements of the company, the Director’s Report and the Auditor’s Report for the financial year ending 31 December 2019. The meeting resolved to not pay any dividends for the financial year 2019 in accordance with the directors’ recommendation as set forth in the Directors’ Report.
Christian Lundberg, Annika Billberg, Fredrik Svederman, Erik Skarp and Johan Svensson were re-elected as members of the Board of Directors and Patrik Bloch was elected as a member of the Board of Directors for the period until the end of the next annual general meeting in accordance with the Nomination Committee’s proposal. Further, Christian Lundberg was re-elected as Chairman of the Board of Directors for the period until the end of the next annual general meeting. The meeting resolved that the fees to be paid to the members of the Board of Directors shall be allocated as follows: EUR 50,000 to the Chairman of the Board of Directors and EUR 30,000 to each of the other members of the Board of Directors. No Director having an operational role in the Company or its subsidiaries under which the Director receives a salary or a consultancy fee shall receive any compensation for the work conducted in the Board of Directors and any committees. The meeting further resolved that the remuneration to the Audit Committee and Remuneration Committee, respectively, shall be paid in accordance with the following: (i) Audit Committee Chairman: EUR 10,000; and (ii) Remuneration Committee Chairman: EUR 5,000.
PricewaterhouseCoopers Malta was re-elected as the company’s auditor for the time until the end of the next annual general meeting in accordance with the Nomination Committee’s proposal and Audit Committe’s recommendation. The meeting resolved that the auditor’s fees shall be payable in accordance with any invoice approved by the Remuneration Committee.
The meeting resolved to approve the Nomination Committee’s proposal on the principles for appointing the Nomination Committee of the company for the annual general meeting of 2021.
The meeting resolved to adopt the Board of Director’s proposal for guidelines for remuneration to senior management.
The meeting further resolved to adopt an incentive program in accordance with the proposal from the Board of Directors. The program comprises of share options which the participants are entitled to exercise for shares in Raketech after a three-year vesting period. The program comprises not more than 25 participants and in total 561,204 share options.
The meeting resolved to authorise the company to acquire not more than 3,741,363 of its own shares, where repurchases of shares shall be made on Nasdaq First North Growth Market, on one or more occasions before the next annual general meeting, under certain conditions.
The meeting further resolved, in accordance with the Board of Directors’ proposal, to amend articles 4(a), 4(b), 4(c) and 4(d) of the company’s Articles of Association, whereby article 4(a) is deleted as the company has already undertaken its initial public offering, rendering the paragraph redundant. Through the amendements Raketech’s Board of Directors is further provided with greater flexibility in terms of issuing shares and other instruments in relation to incentive programmes provided that the incentive programmes are first approved by shareholders in a general meeting.
The meeting further resolved, in accordance with the Board of Directors’ proposal, to amend article 68 of company’s Articles of Association, whereby the quorum requirement for general meetings was lowered from 51% of the company’s paid up voting share capital to 1%. Thereby limiting the risk that the quorum is not met, which would result in unnecessary delays and costs in the holding of general meetings.
The meeting further resolved, in accordance with the Board of Directors’ proposal, to cancel shares held by the company and amend the Articles of Association following the share buy backs, whereby 487,000 shares held by the company will be canceled and article 7(b) of the Articles of Association regarding the company’s share capital was accordingly adjusted.
Complete information regarding the meeting’s resolutions has been made available at the company’s website, www.raketech.com.
For more information, please contact: Måns Svalborn, CFO: investor@raketech.com
The information was submitted for publication on May 15, 2020, at 12:00 CEST.
About Raketech Group
Raketech is a leading online affiliate and content marketing company, with expertise in delivering comparison services for sports and gaming, online guides, communities and social media products. Raketech guides sports and gaming enthusiasts to the best possible services, while also delivering high-quality traffic and leads to its partners. Raketech grows both organically and via acquisitions and operates its business in accordance with a clear framework for responsible affiliate marketing services. The company’s shares are listed in Nasdaq First North Premier Growth Market with ticker RAKE. Erik Penser Bank AB is the company’s Certified Adviser: +46 8 4638300 / certifiedadviser@penser.se. For more information, visit www.raketech.com.