STOCKHOLM, Sept. 16, 2021 /PRNewswire/ -- The annual general
meeting 2021 (the "AGM") of Embracer Group AB ("Embracer" or the
"Company") was held today on 16 September
2021 in Karlstad and the following resolutions were passed
by the meeting.
Adoption of the income statement and the balance sheet
The AGM resolved to adopt the income statement and the
balance sheet in Embracer and the consolidated income statement and
the consolidated balance sheet.
Allocation of profit
The AGM resolved that no dividend would be paid to the
shareholders and that the previously retained earnings, other
paid-up capital and year result, in total SEK 25,759,170,000 would be carried forward.
Discharge from liability
The directors of the board and the CEO were discharged from
liability for the financial year 2020/2021.
Election of the board of directors, auditor and
The AGM resolved that the board of directors shall consist of
seven directors without any deputy directors. The AGM resolved that
the number of auditors shall be one registered audit firm.
The AGM further resolved that the remuneration to the board
shall be in total SEK 4,000,000 (SEK
1,550,000 the previous year), including remuneration for
committee work, and for each director elected by the meeting and
who is not employed by the Company or group the remuneration shall
be SEK 450,000 (SEK 250,000 the previous year) and the chair of
the board of directors is to receive SEK
1,200,000 (SEK 800,000 the
Furthermore, it was resolved that remuneration for members of
the audit committee shall be SEK
125,000 (SEK 0 the previous
year) and the remuneration to the chair of the audit committee
shall be SEK 250,000 (SEK 0 the previous year) and that remuneration
for members of the remuneration committee shall be SEK 75,000 (SEK 0
the previous year) and remuneration to the chair of the
remuneration committee shall be SEK
150,000 (SEK 0 the previous
It was further resolved on a retroactive compensation to members
of the remuneration and audit committee, SEK
532,000 in total, for the period 1
February 2021 until 16 September
2021 as follows:
- chair of the audit committee SEK
- members of the audit committee SEK
- chair of the remuneration committee SEK
- members of the remuneration committee SEK 50,000.
It was further resolved that remuneration to the auditor shall
be paid in accordance with approved invoices.
David Gardner, Ulf Hjalmarsson, Jacob Jonmyren, Matthew Karch, Erik
Stenberg, Kicki Wallje-Lund and Lars Wingefors were
re-elected as directors of the board. Kicki Wallje-Lund was
re-elected as the chair of the board.
Ernst & Young Aktiebolag was re-elected as the Company
auditor. Ernst & Young Aktiebolag has announced that the
authorized auditor Johan Eklund
continues as main responsible auditor.
Resolution regarding amendments of the articles of
The AGM resolved, in accordance with the board of directors'
proposal, to amend the Company's articles of association regarding
the limits of the share capital and number of shares. It was
resolved that the share capital shall not be less than SEK 1,398,000 and not more than SEK 5,592,000. It was also resolved that the
number of shares shall not be less than 1,000,000,000 and not more
It was also resolved to introduce the possibility to collect
proxies and postal voting.
Resolution regarding share split
The AGM approved the board's proposed split of the Company's
shares, meaning that each share, regardless of share class, is
divided into two (2) shares. The total number of shares in the
Company will through the share split increase from 507,474,915
shares to 1,014,949,830 shares (divided on 66,798,274
A shares and 948,151,556 B shares).
The resolution will lead to a quota value of approximately
The board of directors was authorized to set record date for the
split and will publish more detailed information on the procedure
for the split in connection with the determination of record
 Based on the number of shares in the Company as of
the date of the AGM
Authorization for the board to issue shares, convertibles
The AGM resolved, in accordance with the board of directors'
proposal, to authorize the board of directors during the period up
until the next annual general meeting to, on one or more occasions,
resolve to issue B shares, convertibles and/or warrants with right
to convert into and subscribe for B shares respectively, with or
without preferential rights for the shareholders, in the amount not
exceeding ten (10) percent of the total number of shares in the
Company at the time when the authorization is used the first time
(based on the number of shares after completion of the share split
in accordance with the above), to be paid in cash, in kind and/or
by way of set-off. The purpose for the board to resolve on
issuances with deviation from the shareholders preferential rights
in accordance with the above is primarily for the purpose to raise
new capital to increase flexibility of the Company or in connection
For further details regarding the resolutions at the AGM refer
to the notice, the annual report, the complete proposals which are
available at the Company and have been made public at the Company's
For additional information, please contact:
Lars Wingefors, Co-founder and Group CEO of Embracer Group
Tel: +46 708 47 19 78
About Embracer Group
Embracer Group is the parent company of businesses
developing and publishing PC, console and mobile games for the
global games market. The Group has an extensive catalogue of over
240 owned franchises, such as Saints Row, Goat Simulator, Dead
Island, Darksiders, Metro, MX vs ATV, Kingdoms of Amalur,
TimeSplitters, Satisfactory, Wreckfest, Insurgency, World War Z and
Borderlands, amongst many others.
With its head office based in Karlstad, Sweden, Embracer Group has a global presence
through its eight operative groups: THQ Nordic, Koch Media, Coffee
Stain, Amplifier Game Invest, Saber Interactive, DECA Games,
Gearbox Entertainment and Easybrain. The Group has 80 internal game
development studios and is engaging more than 8,500 employees and
contracted employees in more than 40 countries.
Embracer Group's shares are publicly listed on Nasdaq First
North Growth Market Stockholm under the ticker EMBRAC B with FNCA
Sweden AB as its Certified Adviser; firstname.lastname@example.org +46-8-528 00
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Embracer Group's annual general meeting