Starbreeze reports on resolutions at 2019 AGM.
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Starbreeze AB (STO:STARB) announced on Wednesday that at its annual general meeting of shareholders, the AGM adopted the consolidated income statement and consolidated balance sheet. The members of the board of directors and the chief executive officer were discharged from liability for the financial year of 1 January 2018 to 31 December 2018.
Also, the AGM resolved that no dividend will be distributed for the financial year.
Regarding the board of directors, the AGM resolved that the board shall be composed of six ordinary directors, one director more than the nomination committee's proposal for five directors. Jan Benjaminson, Torgny Hellstrom, Harold Kim and Kerstin Sundberg were re-elected, with Hellstrom re-elected chairman of the board of directors. Tobias Sjogren was elected as a new director in accordance with the nomination committee's proposal. Following a shareholder proposal, Stefano Salbe was elected as a new director of the board. Matias Myllyrinne had declined re-election.
In addition, the authorised audit firm Ohrlings PricewaterhouseCoopers AB was re-elected as the statutory auditor and authorised public accountant Nicklas Kullberg was appointed auditor in charge.
In connection with the fees for the board of directors, the AGM approved fees of SEK950,000 to the chairman of the board and SEK280,000 to each non-executive director, excluding Salbe who had waived compensation. Fees to members of the remuneration committee were approved of SEK75,000 to each of the chairman and member. The AGM approved fees to members of the audit committee of SEK400,000 to the chairman and SEK175,000 to each other member. Remuneration to the auditor will be paid in accordance with approved invoice.
Further, the AGM resolved to authorise the board of directors to decide, on one or more occasions during the period ending at the close of the next annual general meeting, to issue new shares, with or without waiver of shareholders' preferential rights, of either class A and class B, or to issue convertibles or warrants conferring the right to purchase class A and/or class B shares, corresponding (in connection with the planned exercise of such convertibles or options where applicable) to a maximum of 10% of the number of shares outstanding from time to time, against cash consideration (but not through set off or payment in kind). The issue price must not be lower than the market price. Other terms and conditions will be decided by the board of directors and must be market-based.
Additionally, the AGM resolved to change the articles of associations limit of number of members of the board of directors, entailing that the board shall consist of three to eight members without deputies.
Finally, the AGM resolved to adopt the nomination committee's proposal for appointment of the nomination committee and adopted the guidelines for remuneration to senior executives of the company as proposed by the board of directors.
Starbreeze is an independent developer, creator, publisher and distributor of PC and console games targeting the global market, with studios in Stockholm, Barcelona, Paris, Bangalore and Dehradun.
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