Fractal Gaming Group AB (publ) has today, on May 20, 2025 held its Annual General Meeting. The annual general meeting was held by physical presence of shareholders and with the option for shareholders to exercise their voting rights by advance voting (postal voting). The complete proposals have previously been published and is available at the Company's website, https://group.fractal-design.com/. Among others, the following resolutions were passed.
Approval of the financial statements of 2024
The Annual General Meeting resolved to approve the income statement and balance sheet as well as the consolidated income statement and consolidated balance sheet for 2024.
Allocation of profit or loss
The Annual General Meeting resolved, in accordance with the proposal of the Board of Directors, on a dividend to the shareholders of SEK 1.25 per share. The Meeting further resolved to set the record date for the dividend as Thursday, 22 May 2025, which means that the dividend is expected to be distributed by Euroclear Sweden AB on 27 May 2025.
Discharge from liability
The Annual General Meeting resolved to grant all members of the Board of Directors and the Managing Director discharge from liability for the management of the Company's affairs during 2024.
Number of board members and auditors, election of board members and auditors and fees to the board members and auditor
The Annual General Meeting resolved, in accordance with the proposal of the Nomination Committee, that the number of board members, appointed by the annual general meeting, should be four without deputies. Magnus Yngen, Ola Nilsson, Hannes Wallin and Gustav Thott were re-elected, in accordance with the proposal of the Nomination Committee, as members of the Board of Directors. Hannes Wallin was elected chairman of the Board of Directors.
The Annual General Meeting resolved, in accordance with the proposal of the Nomination Committee, to appoint one registered public accounting firm as auditor, without deputy auditors. The Annual General Meeting resolved to re-elect the registered auditing company KPMG AB as the Company's auditor for the period until the end of the next Annual General Meeting. The authorised public accountant Maria Kylén will be the auditor in charge.
The Annual General Meeting further resolved, in accordance with the proposal of the Nomination Committee, that Board fees shall amount to a maximum of SEK 875,000 for the period until the end of the next Annual General Meeting, to be distributed as SEK 350,000 to the Chair of the Board and SEK 175,000 to each of the other Board members not employed by the company. Remuneration to the auditor shall be paid in accordance with the approved current account.
Principles for appointment of a Nomination Committee
The Annual General Meeting resolved, in accordance with the Nomination Committee's proposal, to approve the proposed principles for the appointment of the Nomination Committee, which have been amended compared to the previous year.
Authorisation to issue new shares with or without deviation from the shareholders' preferential rights
The Annual General Meeting resolved, in accordance with the proposal of the Board of Directors, to authorise the Board of Directors, at one or several occasions and for the period until the next Annual General Meeting, to increase the Company's share capital by issuing new shares. Such share issue may be carried out with or without deviation from the shareholders' preferential rights and with or without provisions for contribution in kind, set-off or other conditions. The number of shares that may be issued under the authorisation may correspond to not more than 10 per cent of the number of outstanding shares and votes at the time of the Annual General Meeting. The purpose of the authorisation is to increase the financial flexibility of the Company and the general flexibility of the Board of Directors. Should the Board of Directors resolve on a share issue with deviation from the shareholders' preferential rights, the reason for this shall be to finance acquisitions of businesses. Upon such deviation from the shareholders' preferential rights, the new issue shall be made at market terms and conditions.
For further information, contact:
Jonas Holst, CEO
Phone: +46 31 380 71 00
E-mail: IR@fractal-design.com
The information was published for public disclosure on May 20, 2025 at 12:00 (CEST) through the agency of the contact person set out above.
About Fractal
Fractal Gaming Group AB is a PC gaming hardware company based in Gothenburg, Sweden. Since its inception in 2007, Fractal has built a distinct reputation among PC gamers and enthusiasts for combining Scandinavian design, user-centric innovation and premium quality. In 2021, Fractal Gaming Group AB was introduced to the Nasdaq First North Premier Growth Market. Today, Fractal offers PC gaming products through retail and distribution partners around the globe from its offices in Sweden, Taiwan, China and the US.
