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Articles of Association
Articles of Association for Adventure Box Technology AB (publ)
Organization number: 556963-6599
§1 Company name
The company's company name is Adventure Box Technology AB (publ). The company is a public limited company.
§2 Seat of the Board
The board is based in Stockholm.
The company's operations shall be to develop, license, sell and otherwise commercialize technology for computer games and other interactive media and intellectual property rights to computer games and other interactive media, own and manage real and personal property and conduct compatible activities.
§4 Share capital
The share capital must be a minimum of SEK 900,000 and a maximum of SEK 3,600,000.
§5 Number of shares
The number of shares shall be a minimum of 9,000,000 and a maximum of 36,000,000.
The board consists of 3-10 members. It is elected annually at the Annual General Meeting for the period until the next Annual General Meeting is held.
The company shall elect 1-2 auditors with or without deputy auditors.
§8 Notice and participation in the Annual General Meeting
Notice of the Annual General Meeting shall be given by advertising in "Post- och Inrikes Tidningar" and by keeping the notice available on the company's website. At the same time as the summons is issued, the company must advertise in "Svenska Dagbladet" and inform that the summons has been issued.
Notice of the Annual General Meeting and notice of the Extraordinary General Meeting where the issue of amendments to the Articles of Association will be considered shall be issued no earlier than six weeks and no later than four weeks before the meeting.
Notice of another Extraordinary General Meeting shall be issued no earlier than six weeks and no later than two weeks before the meeting.
To be allowed to participate in the Annual General Meeting, shareholders must register and the number of assistants to the company no later than the date specified in the notice convening the meeting.
§9 Annual General Meeting
The Annual General Meeting is held annually within 6 months after the end of the financial year.
At the Annual General Meeting, the following matters shall occur.
- Election of chairman of the meeting
- Establishment and approval of the ballot paper
- Approval of the agenda
- Election of minutes and one or two adjusters to adjust the minutes together with the chairman.
- Examination of whether the meeting has been duly convened
- Presentation of submitted annual report and auditor's report and, where applicable consolidated accounts and consolidated auditor's report
- Decide on
- adoption of the income statement and balance sheet and, where applicable, the consolidated income statement and consolidated balance sheet dispositions regarding profit or loss according to the approved balance sheet
- discharge from liability for board members and the managing director
- Determination of fees to the Board and the auditors
- Election of the Board of Directors and, where applicable, auditors and any deputy auditors
- Other matters, which come before the meeting in accordance with the Swedish Companies Act or the Articles of Association.
At a general meeting, everyone entitled to vote may vote for the entire number of shares owned and represented by him, without limitation in the number of votes.
§10 Collection of proxies and postal voting
The Board may collect proxies in accordance with the procedure specified in Chapter 7. Section 4, second paragraph, of the Swedish Companies Act (2005: 551).
The Board of Directors may, prior to a Annual General Meeting, decide that the shareholders shall be able to exercise their voting rights by post, including by e-mail, before the Annual General Meeting.
§11 Attendance of outsiders at general meetings
Anyone who is not a shareholder shall, under the terms determined by the Board, have the right to attend or otherwise follow the negotiations at the Annual General Meeting.
§12 Financial year
Fiscal year is January 1 - December 31.
§13 Reconciliation reservation
The shareholder or nominee who on the record date is entered in the share register and recorded in a record register, according to ch. the Act (1998: 1479) on central securities depositories and accounting of financial instruments or the one that is recorded in a reconciliation account according to ch. § 18 first paragraph 6-8 mentioned law, shall be assumed to be competent to exercise the rights set forth in Chapter 4. Section 39 of the Swedish Companies Act (2005: 551).
Adopted at the Annual General Meeting on May 13, 2020
Adventure Box Technology AB