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Bulletin from MAG Interactive’s Annual General Meeting

Stockholm, Sweden – 14 January 2020

Adoption of balance sheets and income statements

The Annual General Meeting adopted the parent company’s income statement and balance sheet, as well as the consolidated income statement and the consolidated balance sheet for MAG Interactive for the financial year 2018/2019.

Allocation of profit or loss

The Annual General Meeting resolved to allocate the company’s loss in accordance with the Board of Directors’ proposal.

Board of Directors

The board members and the CEO were discharged from liability for the financial year 2018/2019.

The Annual General Meeting resolved that the number of board members shall be six and re-elected the board members Daniel Hasselberg, Teemu Huuhtanen, Birgitta Stymne Göransson, Andras Vajlok and Taina Malén, and resolved to elect Asbjørn Søndergaard as new board member.

Birgitta Stymne Göransson was elected as chairman of the board of directors.

Fees to the Board of Directors

The Annual General Meeting resolved that fees amounting to SEK 400,000 shall be paid to the chairman of the Board of Directors and that fees amounting to SEK 200,000 shall be paid to each of the other board members not employed by the company.

Auditors
The Annual General Meeting resolved that the registered auditing firm PricewaterhouseCoopers AB shall be re-elected as the company’s auditor for the period until the end of the next Annual General Meeting.

Guidelines for remuneration for the CEO and executive management

The Annual General Meeting approved the Board of Directors’ proposal regarding guidelines for remuneration for the CEO and executive management in accordance with the proposal presented in the notice of the Annual General Meeting.

Authority for the board of directors to issue new shares

The Annual General Meeting resolved, in accordance with the Board of Directors’ proposal, to grant the Board of Directors the authority, on one or more occasions for the period until the end of the next Annual General Meeting, to issue new shares, either applying or disapplying the shareholders’ pre-emption rights. The number of shares issued by virtue of the authority may not exceed an increase of ten (10) percent of the share capital based on the total share capital of the company on the date of the Annual General Meeting 2020. If the Board of Directors resolves to issue new shares disapplying the shareholders’ pre-emption rights, the reason for this must be to implement an acquisition agreement, or, alternatively, to procure capital for such acquisition.

Adoption of a long-term employee stock option program and resolution regarding an issue of warrants and transfer of shares and/or warrants

The Annual General Meeting resolved, in accordance with the Board of Directors’ proposal, to implement a long-term employee stock option program for employees of MAG interactive.

In order to enable the company’s delivery of shares under the employee stock option program the Annual General Meeting resolved, in accordance with the board of directors’ proposal, to issue not more than 586,426 warrants in two series to a wholly owned subsidiary of MAG Interactive, and to approve that the subsidiary transfers shares and/or warrants to the participants of the employee stock option program in connection with exercise of the employee stock options. Since the warrants are intended to secure delivery of shares in the employee stock option program as well as enable the participants’ choice between cash exercise or cashless exercise, the subsidiary will not exercise more than 293,213 warrants (of either series), which corresponds to the maximum number of employee stock options in the employee stock option program.

Adoption of a long-term warrant program and resolution regarding an issue of warrants

The Annual General Meeting resolved, in accordance with the Board of Directors’ proposal, to implement a long-term warrant program for certain members of the executive management of MAG Interactive.

In order to enable the company’s delivery of shares under the warrant program the Annual General Meeting resolved, in accordance with the Board of Directors’ proposal, to issue not more than 233,213 warrants to the participants in the warrant program.
The Board of Directors
MAG Interactive AB (publ)