The Annual General Meeting 2025 (the "AGM") of Asmodee Group AB ("Asmodee") was held today on 18 September 2025 in Karlstad and the following resolutions were passed by the meeting.
Adoption of the income statement and the balance sheet
The AGM resolved to adopt the income statement and the balance sheet in Asmodee and the consolidated income statement and the consolidated balance sheet.
Allocation of profit
The AGM resolved that no dividend would be paid to the shareholders and that the non-restricted equity, in total approximately SEK 21.8 billion would be carried forward.
Discharge from liability
The directors of the board and the CEO were discharged from liability for the financial year 2024/2025.
Election of the board of directors, auditor and remuneration
The AGM resolved, in accordance with the nomination committee's proposal, that the board of directors shall consist of seven directors without any deputy directors. The AGM resolved that the number of auditors shall be one registered audit firm.
The AGM further resolved, in accordance with the nomination committee's proposal, that the remuneration for each director elected by the meeting and who is not employed by Asmodee or group the remuneration shall be SEK 575,000 (SEK 550,000 the previous year) and the chair of the board of directors is to receive SEK 1,250,000 (SEK 1,200,000 the previous year). It was also resolved that if a deputy chair is appointed such shall receive SEK 1,150,000 (SEK 1,100,000 the previous year).
Furthermore, it was resolved, in accordance with the nomination committee's proposal, that remuneration for members of the audit and sustainability committee shall be SEK 160,000 (SEK 150,000 the previous year) and the remuneration to the chair of the audit and sustainability committee shall be SEK 260,000 (SEK 250,000 the previous year) and that remuneration for members of the remuneration committee shall be SEK 85,000 (SEK 80,000 the previous year) and remuneration to the chair of the remuneration committee shall be SEK 130,000 (SEK 125,000 the previous year).
It was further resolved, in accordance with the nomination committee's proposal, that remuneration to the auditor shall be paid in accordance with approved invoices.
Stéphane Carville, Linda Höljö, Jacob Jonmyren, Marc Nunes, Kicki Wallje Lund and Lars Wingefors were re-elected as directors of the board. Eugene Evans was elected as new director.
Lars Wingefors was re-elected as the chair of the board. Following the AGM at the inaugural meeting, the board of directors appointed Kicki Wallje-Lund as deputy chair. The board also resolved that the audit and sustainability shall comprise: Linda Höljö (to be appointed chair by the committee), Jacob Jonmyren and Kicki Wallje-Lund, and that the remuneration committee shall comprise: Kicki Wallje-Lund (chair), Eugene Evans and Jacob Jonmyren.
PwC was re-elected as Asmodee's auditor. PwC has announced that the authorized auditor Magnus Svensson Henryson will remain as the main responsible auditor.
Approval of the remuneration report and adoption of guidelines for remuneration to senior executives
The AGM resolved, in accordance with the board of directors' proposal, to approve the remuneration report. The AGM also resolved, in accordance with the board of directors' proposal, to adopt new guidelines for remuneration to senior executives.
Amendment of the articles of association
The AGM resolved, in accordance with the board of directors' proposal, to amend the articles of association to adjust for the share capital to be nominated in euro following the change of accounting currency on 1 April 2025.
Authorization for the board to issue shares, convertibles and/or warrants
The AGM resolved, in accordance with the board of directors' proposal, to authorize the board of directors during the period up until the next annual general meeting to, on one or more occasions, resolve to issue B shares, convertibles and/or warrants with right to convert into and subscribe for B shares respectively, with or without preferential rights for the shareholders, in the amount not exceeding ten (10) percent of the total number of shares in Asmodee at the time when the authorization is used the first time, to be paid in cash, in kind and/or by way of set-off. The purpose for the board to resolve on issuances with deviation from the shareholders preferential rights in accordance with the above is primarily for the purpose to raise new capital to increase flexibility of Asmodee or in connection with acquisitions.
Authorization for the board to resolve on repurchase of own shares
The AGM resolved, in accordance with the board of directors' proposal, to authorize the board of directors during the period up until the next annual general meeting to, on one or more occasions, resolve to purchase a maximum number of own B shares so that Asmodee holds a maximum of 10 percent of all shares in Asmodee at any time following a purchase.
Authorization for the board to resolve on transfer of own shares
The AGM resolved, in accordance with the board of directors' proposal, to authorize the board of directors during the period up until the next annual general meeting to, on one or more occasions, resolve to transfers of own shares up to the number of shares which, at any time, are held by Asmodee.
For further details regarding the resolutions at the AGM refer to the notice, the annual report, the complete proposals which are available at Asmodee and have been made public at Asmodee's webpage https://corporate.asmodee.com/corporate-governancemeetings.
For more information, contact
Nathalie Redmo, Head of Investor Relations, asmodee
Tel: +46 768 10 22 43
E-mail: ir@asmodee.com
Asmodee Corporate Communications team
E-mail: press@asmodee.com
About asmodee
Asmodee is a global leader in tabletop gaming. Inspired by players, asmodee has been crafting and taking to market immersive, shared experiences for over 30 years. Its portfolio includes beloved games and intellectual properties such as CATAN®, Ticket to Ride®, Dobble/Spot it!®, 7 Wonders, and Exploding Kittens®. Operationally headquartered in France, asmodee operates globally, making its games accessible to players in over 100 countries around the world. Asmodee group's Class B shares are publicly traded on Nasdaq Stockholm under the ticker ASMDEE B. Learn more about asmodee here.
