Board of Directors

Unlike in most joint stock companies incorporated in Poland, where the managing and supervisory authorities (a management board and a supervisory board) are separate and independent, the governing powers in Huuuge, Inc. are vested in one corporate body, the Board of Directors.

For details about each member of the Board of Directors please see the “About Us / Board of Directors” section of our IR website.

Composition

The total number of Directors comprising the Board of Directors are determined under a resolution adopted by the Board of Directors. At least two of the Directors must meet the independence criteria referred to in the Best Practice for GPW Listed Companies 2021 (i.e. in the Act of 11 May 2017 on Auditors, Audit Firms and Public Supervision).

The current number of Directors is five.

One Director is elected by the holder(s) of Series A Preferred Stock, two Directors are elected by the holder(s) of Series B Preferred Stock (provided that, to qualify one such Series B Director will be Anton Gauffin). The holders of shares of common stock will exclusively be entitled to elect the Directors of Huuuge, Inc. not elected in accordance with the preceding sentence. Each Director holds office until the next annual meeting or until his or her successor is elected or until his or her earlier resignation or dismissal.

Any Director may be dismissed, either with or without cause, at any time by the stockholders entitled to designate such Director (that is, holders of the shares of a given class or series of capital stock), either at a special meeting or pursuant to the written consent of the stockholders.

The Chairman of the Board, if elected, presides at all meetings of the stockholders and of the Board of Directors and exercises and performs such other powers and duties as the Board of Directors may assign or as may be set out in bylaws of Huuuge, Inc. (“Bylaws”). The Chairman of the Board may be designated by the Board of Directors to serve in an interim capacity as the Chief Executive Officer of Huuuge, Inc. in the event of the Chief Executive Officer’s death, resignation, dismissal, absence or disability until the Board of Directors appoints a new Chief Executive Officer. The Chairman of the Board may or may not be an officer of Huuuge, Inc.

Powers

Pursuant to the Bylaws, subject to the provisions of the Delaware General Corporate Law and any limitations in the Certificate of Incorporation of Huuuge, Inc. or the Bylaws themselves relating to actions required to be approved by the stockholders or by votes attached to the outstanding shares, the business and affairs of Huuuge, Inc. are managed, and all corporate powers are exercised, by or under the direction of the Board of Directors.

The Board of Directors, except as otherwise set out in the Certificate of Incorporation or the Bylaws, may authorise any officer or agent to enter into any contract or execute any instrument in the name and on behalf of Huuuge, Inc.; such authority may be general or limited to specific instances. Unless so authorised or ratified by the Board of Directors or within the authorisation of an officer, no officer, agent or employee has any power or authority to execute any contract or enter into any engagement binding on Huuuge, Inc. or establish any pledges or render Huuuge, Inc. for any purpose or for any amount.

Anton Gauffin, Executive Chairman of the Board

Anton Gauffin is a founder and Executive Chairman of the Board of Huuuge, Inc. He started his professional career in 2000 in the telecommunication company operating mostly in Finland and in Estonia, called Elisa. In 2002, he founded Gamelion, a mobile gaming company, which he sold in 2007, reacquired in 2014 and rebranded to Huuuge in 2015. From 2009 to 2012, he was also the president of BLStream Inc. He is also a founder of several companies in Finland, Poland and Silicon Valley. Anton studied economics and information science at the Jyväskylä University.

Henric Suuronen, Non-executive director

Henric Suuronen is a founding partner of Play Ventures. He previously co-founded Nonstop Games, which was acquired by King in 2014. He has over 15 years of experience in the mobile gaming industry. Before co-founding Nonstop Games, he was Product Management Director at Digital Chocolate and Head of Studio at Wooga. After King’s acquisition of Nonstop Games, he served as Senior Creative Director at King. In recent years, he has also been an active investor in the gaming market and his investments have included developers such as Traplight Games, Futureplay Games, Matchmade, Omniata and Data Tiger. Henric Suuronen graduated from Abo Akademi (Master of Science), where he majored in software engineering (Technology) and international marketing and information systems (Business). In addition to serving as a member of the Board of Directors of the Company, Henric Suuronen acts in the capacity of strategic advisor to the Company and is one of the Company’s investors.

John Salter, Non-executive director

John Salter is a co-founder and partner of The Raine Group. He is responsible for The Raine Group’s digital media and gaming practice. Prior to The Raine Group, he was Global Head of Digital Media at UBS Investment Bank where he worked for over eight years in the Technology, Media and Telecommunications Group in San Francisco. Prior to UBS, he worked in the Internet and New Media group at Volpe, Brown, Whelan & Co. in San Francisco. While at The Raine Group, he has worked on a variety of advisory assignments, including raising USD 3.0 billion for Epic Games’ in two transactions, the sale of Playtika (a unit of Caesars Interactive) to a consortium led by Shanghai Giant Network Technology, SoftBank’s sale of its majority stake in Supercell to Tencent, the sale of Double Down Interactive (a unit of International Game Technology) to an aﬃliate of DoubleU Games, Legendary Entertainment’s sale to Wanda and SoftBank’s investments in Legendary Entertainment and Supercell, among other transactions. He is on the board of directors of DraftKings, Zumba Fitness, Huuuge, and Beachbody, all Raine portfolio companies. He has a B.A. in economics from Stanford University.

Krzysztof Kaczmarczyk, Non-executive director, independent

Krzysztof Kaczmarczyk is an independent member of supervisory boards of companies listed on the Warsaw Stock Exchange. He has gained over 15 years of supervisory experience sitting on the supervisory boards of more than 30 companies. Simultaneously, he served as a member or chairman of audit committees of more than 20 companies listed on the WSE. In 1999-2008, he worked for Deutsche Bank in Poland, where he served as Deputy Director of the Stock Market Analysis Department and Stock Market Analyst for the Central and Eastern European Region. From 2008 to 2010, he held various management positions within the TP Group (Orange)n. In 2010-2011, he worked for the Swiss investment bank Credit Suisse in Poland. In 2012-2015, he held the position of vice-president of the Management Board for Strategy and Business Development in Emitel, a leading terrestrial radio and television network operator in Poland. From 2016 to 2019, he worked as strategy advisor to the Management Board of KGHM Polska Miedź S.A. (leading mining company in the world). A graduate of the Warsaw School of Economics with a degree in finance and accounting.

Tom Jacobsson, Non-executive director, independent

Tom Jacobsson is a veteran digital business entrepreneur with over 25 years of experience in helping products and businesses succeed through winning culture, design thinking, lean start-up philosophy and agile development. In previous roles, Tom built global infrastructure products and mobile technology as 3G System Program Manager for Nokia, ran Nokia's mobile chipset strategy and planning from single source vendor to multi-source, acted as a turnaround CEO for small and midsize digital companies and worked with companies on public listings. Presently, he is the CEO of Dunning, Kruger & Associates, a full-stack digital product company which he co-founded in 2017 and which was recently acquired by the North Alliance.