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5th Planet Games A/S AGM Information 2021

Apr 27, 2021

8162_rns_2021-04-27_217c318c-8510-47f8-aa3d-d1d2d4860e0e.pdf

AGM Information

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5TH PLANET GAMES A/S

MINUTES OF THE ANNUAL GENERAL MEETING

HELD ON 27 APRIL 2021

Annual general meeting

On 27 April 2021, at 10.00 a.m., the annual general meeting in 5th Planet Games A/S, CVR-no. 33 59 71 42, was held at Charlottehaven, Hjørringgade 12C, 2100, Copenhagen Ø, Denmark.

The agenda was as follows:

    1. The Board of Directors' report on the Company's activities in the past year.
    1. Presentation and adoption of the audited annual report, including the determination of the remuneration for the Board of Directors.
    1. Discharge from liability of the Board of Directors and the Executive Management.
    1. Distribution of profit or loss as recorded in the adopted annual report.
    1. Election of members to the Board of Directors.
    1. Appointment of auditor.
    1. Any proposals from the Board of Directors or shareholders:
    1. Any other business.

The board of directors had, in accordance with the company's articles of association provision 5.10, elected Board Member Peter Ekman as Chairman of the meeting.

The Chairman opened the general meeting by stating that the general meeting had been timely and duly convened and was competent to transact business according to the agenda. The Chairman further stated that 7.8% of the company's share capital was present, in person or by proxy.

The Chairman stated that the current share capital of the Company was at the time of the general meeting nominal DKK 5,315,910.50 divided into 106,318,210 shares of DKK 0.05.

Hereafter the Chairman continued according to the announced agenda.

Item 1. The Board of Directors' report on the Company's activities in the past year

CEO Caspar Rose presented the Board of Director's report on the Company's activities in the past year as described in the Company's Annual Report.

The general meeting acknowledged the Board of Director's report.

Item 2. Presentation and adoption of the audited annual report, including the determination of the remuneration for the Board of Directors

The Board of Directors proposed to adopt the audited annual report as presented to the shareholders prior to the annual general meeting.

The Board of Directors proposed that the members of the Board of Directors for the year 2021 shall receive a fixed remuneration of DKK 50,000 for Board members and DKK 100,000 for Chairman of the board. Furthermore, it is proposed, that the Board of Directors in the future may be granted warrants, on similar levels as previous years, exercisable at market value in the Company in combination with the abovementioned fixed remuneration.

The annual report, including the proposed remuneration for the Board of Directors, was adopted by the general meeting by all votes present.

Item 3. Discharge from liability of the Board of Directors and the Executive Management

It was proposed to discharge the Board of Directors and the Executive Management from liability in respect of the preparation of and the information in the annual report.

The Chairman stated that the members of the Board of Directors as wells as members of the Executive Management whom are also shareholders of the Company, due to conflict of interest, were not able to vote on the matter.

The proposal to discharge the Board of Directors and the Executive Management from liability was adopted by the general meeting by all other votes present.

Item 4. Distribution of profit or loss as recorded in the adopted annual report

The Board of Directors proposed to the Annual General Meeting that no dividend be declared in respect of the 2020 financial year.

The Board of Directors recommends to the shareholders year loss of DKK 14,249k to be transferred to retained earnings.

Item 5. Election of members to the Board of Directors

The Board of Directors proposed the new election of Søren Kokbøl Jensen, Bjarke Ingemann Finlov and Kim Friland and re-election of Henrik Nielsen and Peter Ekman to the Company´s Board of Directors.

The Chairman stated that no other candidates had been proposed.

The Chairman continued with the election of the members to the Board of Directors and following a vote stated that the candidates were elected by the general meeting by all votes present.

Item 6. Appointment of auditor

The Board of Directors proposed reelection of the Company's auditor GRANT THORNTON, statsautoriseret revisionspartnerselskab.

The proposal was adopted by the general meeting by all votes present.

Item 8. Any other business

There were no other items to be transacted.

As there were no further comments, the Chairman thanked the general meeting for a pleasant meeting and hereafter the general meeting was adjourned.

Copenhagen, 27 April 2021

As chairman of the meeting:

_______________________

Peter Ekman