Notice of Extraordinary General Meeting in Beyond Frames Entertainment AB (publ)
The shareholders in Beyond Frames Entertainment AB (publ), org. no. 559058-8322, are called to an Extraordinary General Meeting at the company's premises on Bondegatan 21, 116 32 in Stockholm on the October 21[st], 2024 at 11:00.
The purpose of the Extraordinary General Meeting is to strengthen the Board through the election of a new member and announce resignation from the board.
Right to participate and registration
The right to participate in the General Meeting has the shareholder who is entered in the share register maintained by Euroclear Sweden AB for the company on October 17, 2024, and who has notified the company of their intention to participate so that the notification reaches the company no later than October 21[st], 2024.
Notification must be made via e-mail to
Trustee-registered shares
Anyone who has had their shares registered by a trustee must, in order to have the right to participate in the meeting, have the shares registered in their own name through the trustee's care, so that the person concerned is registered in the share register kept by Euroclear Sweden AB as of the record date October 17, 2024. Such registration can be temporary (so-called voting rights registration). Shareholders who wish to register the shares in their own name must, in accordance with the respective administrator's procedures, request that the administrator perform such voting rights registration. Voting rights registration that has been requested by shareholders in such a time that the registration has been made by the relevant administrator no later than October 17, 2024 will be taken into account when preparing the share register.
Agent
Shareholders who are to be represented by proxy must issue a written, signed and dated power of attorney. If the power of attorney was issued by a legal entity, a certified copy of the valid registration certificate for the legal entity (or equivalent document for a foreign legal entity) must be attached to the power of attorney.
To facilitate registration, the original power of attorney as well as registration certificate and other authorization documents should be available to the company at the above address in good time before the meeting.
Proposed agenda
1. Election of chairman, secretary and verifier(s)
2. Creation and approval of voter list.
3. Question of whether the general meeting has been summon in due time.
4. Approval of the meeting agenda.
5. New election of board members.
6. Resignation from the Board of Directors
7. Adjourment of the meeting
Resolution proposal
Point 1: Election of Chairman and Secretary at the meeting.
The nomination committee proposes to Jesper Åkerlind is selected to Chairman at the meeting.
Point 5: New election of board members.
The nomination committee proposes that Sandra Neudinger to be elected to the board.
Point 6: Resignation from the Board of Directors
Ricky Helgesson has, at his own request, resigned from the board of directors per October 21[st], 2024. The Company thanks Ricky Helgesson for his contribution to the company's growth and dedication to innovation. The requirements in the articles of association are still met and the board is still able to make decisions.
Quantity of shares and votes in the company
At the time of issuing this notice, there are a total of 17,302,909 outstanding shares and votes in the company. The company does not hold any own shares.
Shareholders' Right to request information
According to ch. 7 Section 32 of the Swedish Companies Act, the board and the managing director, if a shareholder requests it and the board considers that it can be done without significant damage to the company, must provide information at the general meeting about conditions that may affect the assessment of a matter on the agenda and conditions that may affect the assessment of the company's financial situation. The disclosure obligation also includes the company's relationship with other group companies, the consolidated accounts and such relationships regarding subsidiaries as referred to in the preceding sentence.
Actions
Complete proposals for decisions and other documents to be processed at the meeting will be kept available at the company's office no later than two weeks before the meeting and will be sent free of charge to the shareholder who requests it and states his postal address. The documents will also be available on the company's website www.beyondframes.com from this time at the latest. All of the above documents will also be presented at the meeting.
About the proposed board member:
Sandra Neudinger, Born: 1989
12+ years' experience in the gaming industry; within PC/Console, publishing, portfolio management, business development of 1at/ 3[rd] party titles and post-launch development and strategies
Current board assignments: Itatake AB (board member), Off-Leash Interactive AB (board memeber), Elda Entertainment AB (board memeber), Expertise Game Group Stockholm AB (board memeber)
Previous assignments in selection: Vice President of Business - Paradox Interactive, Vice President of Products - Paradox Interactive
Independent in relationship to the company and its management: Yes
Independent in relation to the company's principal owner: Yes
Holdings: 0 shares