Articles of association for Stillfront Group AB (publ)
Articles of association for Stillfront Group AB (publ), reg. no. 556721-3078, adopted at the shareholders’ meeting on 12 October 2015
1. The company’s name is Stillfront Group AB (publ).
2. The board shall have its seat in Stockholm municipality.
3. The company shall develop, provide and market (1) computer and video games and (2) online, community and entertainment services on the Internet and pursue activities related therewith.
4. The share capital shall be a minimum of SEK 2,000,000 and a maximum of 8,000,000 SEK.
5. The number of shares shall be no less than 3,000,000 and no more than 12,000,000.
6. The company’s financial year shall be 1 January – 31 December.
7. The board shall consist of 3 to 8 ordinary directors with no more than 8 deputy directors.
8. The company shall nominate 1-2 ordinary auditors with or without deputies.
9. Notice of a general meeting shall be given through an announcement in the Swedish Official Gazette and by way of being published on the company’s website. Simultaneously, through advertisement in the Swedish newspaper Svenska Dagbladet, information shall be provided that notice has been issued.
10. To be entitled to participate in a general meeting, shareholders shall, firstly, be registered in the transcript or other list reflecting the entire share register regarding the shareholdings five workdays prior to the meeting and, secondly, notify the Company of their intention to attend the meeting not later than on the day stipulated in the notice convening the general meeting. The latter mentioned day must not be a Sunday, any other public holiday, Saturday, Midsummer’s Eve, Christmas Eve or New Year’s Eve and must not be more than the five workdays before the meeting.
Shareholders may be accompanied at the meeting by a maximum of two advisors, on condition that the shareholder notifies the Company of the number of advisors in the manner stated in the preceding paragraph.
11. At the annual shareholders’ meeting the following matters hall be handled.
1. Appointment of the chairman for the meeting;
2. Approval of the voting register;
3. Approval of the agenda;
4. Election of one or two persons to attest the minutes;
5. Examination on whether the meeting has been duly convened;
6. Presentation of annual report and the auditor’s report and, if applicable, consolidated ac-counts and income statements;
7. Resolution on:
– adopting of the profit and loss statement and the balance sheet and, if applicable, con-solidated profit and loss statements and balance sheets,
– allocation of the Company’s profit or loss according to the adopted balance sheet, and
– discharge from liability for the Directors of the Board and the Managing Director;
8. Resolution to establish the remuneration for the Directors of the Board and the auditors;
9. Resolution on the number of Directors and Deputy Directors of the Board to be appointed;
10. Appointment of the Directors and the Deputy Directors of the Board and auditor and deputy auditor; and
11. Other matter relevant to the meeting according to the Swedish Companies Act or the Articles of Association.
12. The shares of the company shall be registered in a central securities depository pursuant to the Financial Instruments (Accounts) Act (SFS 1998:1479).