Bifogade filer
Prenumeration
Beskrivning
Land | Danmark |
---|---|
Lista | First North Denmark |
Sektor | Sällanköp |
Industri | Gaming |
Company Announcement no. 20/2025 (April 08, 2025)
The annual general meeting 2024 (the "AGM") of Trophy Games Development ("Trophy Games") was held today on 8 April 2025 at the company address, Mikkel Brygger Gade 4, 2. sal, 1460 Copenhagen K, and the following resolutions were passed by the meeting.
The agenda was:
- Report from the Board of Directors on the activities of the Company during the past year,
- Presentation of the audited annual report for adoption,
- Resolution on the allocation of profit or the treatment of loss according to the approved annual report
- Election of members to the Board of Directors
- Appointment of a state-authorized public accountant
- Proposals from the Board of Directors or the shareholders
- 6.a: Amendment of the time frame for convening general meetings
- 6.b: Authorisation to purchase treasury shares
- 6.c: Higher share capital increase authorization to the board
- Any other business
In accordance with the company’s articles of association, the board of directors elected Jan Dal Lehrman as chairman.
The chairman informed that nominal DKK 243,383.64 shares were represented, corresponding to 44,1% of the share capital. In addition, the chairman informed that the attending share capital represented 12,169,182 votes corresponding to 44.1 % of the total number of votes.
With the approval of the attendees, the chairman noted that the general meeting was lawfully
summoned and competent to transact the items on the agenda, as the company, via Nasdaq FirstNorth Growth Market Copenhagen and the company’s website, had published the notice on 17 March 2025.
There were no objections to the legality of the notice.
1. Report from the Board of Directors on the activities of the Company during the past year
The board of directors’ report regarding the company’s activities in the past year was presented.
The chairman noted that there were no questions or comments to the board of directors’ report and that the general meeting considered the board of directors’ report on Trophy Games Development A/S’ activities in 2024.
2. Presentation of the audited annual report for adoption
The management presented the annual report for the financial year 2024. The annual report shows a result after tax of DKK 7,471,000 and total assets of DKK 68,188,000.
The general meeting unanimously and with all votes approved the report.
3. Resolution on the allocation of profit or the treatment of loss according to the approved annual report
The AGM resolved that no dividend would be paid to the shareholders.
4. Election of members to the Board of Directors
The Board of Directors proposed the re-election of current board members Jan Dal Lehrmann, Rene Eghammer, Pernille Nørkær, Mikkel Weider, and Johan Eile.
The company’s board of directors is hereby made up of:
- Jan Dal Lehrmann
- Rene Eghammer
- Pernille Nørkær
- Johan Eile
- Mikkel Weider
5. Appointment of a state-authorized public accountant
The board proposed the re-election of PwC as a state-authorised public accountant.
The general meeting approved the proposal.
6. Proposals from the Board of Directors or the shareholders
- Amendment of the time frame for convening general meetings
The Board of Directors proposes to change 4.8 in the articles of association, the minimum period for having general assembly agenda public goes from three weeks to two weeks.
Reason: It will then match the regulation for calling the general assembly 2-4 weeks in advance.
The general meeting approved the proposal.
- Authorisation to purchase treasury shares
The AGM resolved, in accordance with the board of directors' proposal, to authorize the board of directors to decide to let the company purchase treasury shares in the period from the annual general meeting of 2024 until next year’s general meeting at a total nominal value not exceeding 10% of the share capital, at the market price applicable at the time of acquisition with a deviation of up to 10%.
Reason: The company intends to use share buybacks as a supplement to dividends to adjust the company's capital structure and to honor the current employee options program, which can be found in the yearly report 2024, page 22.
The general meeting approved the proposal.
- Higher share capital authorisation to the board
As per the company announcement of April 1st, instead of the original suggestion to increase the authorised amount, the board proposes instead just to extend the current authorisation that expires on January 27th, 2026, to January 27th, 2030.
The general meeting approved the proposal.
7. Any other business
The general meeting unanimously and with all votes present authorised the chairman of the meeting to apply for registration at the Danish Business Authority (Erhvervsstyrelsen) of the resolutions passed by the general meeting. Furthermore, the Chairman was authorized to make any alteration of or addition to the resolutions passed by the general meeting, the articles of association of the company, and the registration form to the Danish Business Authority as may be required to obtain registration or may be suggested as expedient.
There were no further comments or questions from the shareholders.
The chairman informed that the formal agenda had been completed and that all of the proposals had been approved.
Chairman of the meeting:
Jan Dal Lehrmann