Annual General Meetings
Documentation General Meetings
Annual General Meeting 2020 (2020-05-13)
The shareholders in Starbreeze AB (publ), reg.no. 556551- 8932, (the “Company”) are hereby convened to the Annual General Meeting (the “Meeting”) on Wednesday 13 May 2020, at 16.00 at Biograf Skandia, Drottninggatan 82, Stockholm.
Shareholders who wish to participate at the Annual General Meeting shall
- be registered – under the shareholder’s own name in the share register kept by Euroclear Sweden AB on Thursday 7 May 2020, and
- notify the Company no later than on Thursday 7 May 2020, to address Starbreeze AB, ”Årsstämma”, c/o Euroclear Sweden AB, Box 191, 101 23 Stockholm, or on the Company’s via the link below:
Notification link: https://anmalan.vpc.se/starbreezeagm/
Such notification shall include name, personal identification number or corporate registration number, address, telephone number and number of shares. If the shareholder intends to be represented by a representative, appropriate documentation of authorization – e.g. proxies and certificate of registration – must be presented at the Meeting. Such documentation of authorization should also be included in the notification. For those who wish to participate by proxy, the Company provides a form of proxy available on the Company’s website,www.starbreeze.com.
To be entitled to participate in the Meeting, shareholders whose shares are registered in the name of a nominee must temporarily re-register their shares in their own names. Shareholders who wish to realize such re-registration must advise their nominees well in advance of Thursday 7 May 2020, at which time such re-registration shall be executed.
Information with regards to the corona virus
Due to the outbreak of the corona virus the shareholders with symptoms of illness or shareholders who have visited a risk area are asked not to attend in person, there is a possibility to attend and exercise their voting rights through a proxy holder. Shareholders who want to authorize a proxy holder can find relevant documents on the Company’s website.
As a precautionary measure to reduce the risk of spreading the corona virus in connection with the Meeting, Starbreeze has also decided to take the following measures:
- no beverages or food will be served,
- there will be no speeches by the Chairman of the Board of Directors, the CEO, the auditor or the representative of the Nomination Committee,
- the number of non-shareholders, Board members, corporate officers and guests present will be limited, and
- The questions at the Meeting will be concentrated on matters on the agenda and other information that the participants are entitled to receive according to law. Consequently, no general question time will be held at this Annual General Meeting, and the Meeting will as far as possible be minimized in time without restricting the rights of the shareholders.
Further measures may be presented by the Board before the Meeting. Information will be announced and available on the Company’s website.
Please follow the recommendations regarding the corona virus and the covid-19 disease from the Public Health Agency. For up-to-date information, see folkhalsomyndigheten.se.
Documentation Annual General Meeting 2020 (2020-05-13)
Annual General Meetings
The shareholders exercise their influence over the company at the annual general meeting (AGM), which is the Company’s highest decision-making body. All shareholders registered in the share register kept by Euroclear Sweden AB on the record date and entered in a book-entry system or CSD account have the right to participate in person or represented by proxy. The AGM is empowered to decide on any matter that concerns the Company and which is not expressly under the exclusive competence of another corporate body pursuant to the Swedish Companies Act or the Articles of Association. The AGM may, for example, resolve to increase or decrease share capital, amend the Articles of Association, or that the Company should be wound up. As regards the new issue of shares, convertible instruments or warrants, the AGM may decide on these matters directly or authorize the board of directors to decide whether to carry out the issue. Each shareholder, regardless of the size of the holding, has the right to have a specified item on the agenda of the annual general meeting. Shareholders wishing to exercise this right must submit a written request to the Company’s board of directors. Such requests must normally be received by the board of directors in sufficient time for the item to be included in the notice of meeting.
The AGM is held annually within six months of the end of the financial year. The Code establishes that the chairman of the board, as many directors as required for a quorum and the chief executive officer must attend the general meeting. The chairman of the meeting is nominated by the nomination committee and elected by the meeting. The tasks of the general meeting include electing the Company’s board of directors and auditors, adopting the Company’s balance sheet and income statement, deciding on appropriation of profits or losses in accordance with the adopted balance sheet, and deciding on discharge of liability for the directors and the chief executive officer. The meeting also decides the fees to be paid to directors and the Company’s auditors.
The board of directors may call an extraordinary general meeting when it deems there is reason to hold a meeting before the next annual general meeting. The board is also required to call an extraordinary general meeting if the statutory auditor or a shareholder minority representing at least ten percent of the company’s shares so requests, in order to address a specific matter.
Notices of general meetings must be made through advertisement in Post- och Inrikes Tidningar and on the company’s website. On the date notice is made, information that notice has been issued must be advertised in Dagens Industri. Notices of ordinary general meetings and extraordinary general meetings at which amendments to the Articles of Association will be addressed must be issued no earlier than six (6) weeks and no later than four (4) weeks before the general meeting. Notices of other extraordinary general meetings must be issued no earlier than six (6) weeks before and no later than three (3) weeks before the general meeting. The minutes of the meeting must be available on the Company’s website no later than two weeks after the meeting.
General Meeting’s Archive
Extraordinary General Meeting (2020-01-13)
Shareholders who wish to participate at the Extraordinary General Meeting shall
- be registered under the shareholders own name in the share register kept by Euroclear Sweden AB no later than on Tuesday, January 7, 2020, and
- notify the Company no later than Tuesday, January 7, 2020, to address Starbreeze AB, ”Bolagsstämma”, Box 7731, 103 95 Stockholm or by email: firstname.lastname@example.org.
Such notification shall include name, personal identification number or corporate registration number, address, telephone number and number of held shares. In the event the shareholder intends to be represented by a representative, appropriate documentation of authorization – e.g. proxies and certificate of registration – must be presented at the Extraordinary General Meeting. Such documentation of authorization should also be enclosed in the notification to the Company. For those who wish to participate by proxy, the Company provides a form of proxy available on the Company’s website, www.starbreeze.com.
To be entitled to participate in the Extraordinary General Meeting, shareholders whose shares are registered in the name of a nominee must temporarily re-register their shares in their own names. Shareholders who wish to realize such re-registration must advise their nominees well in advance of Tuesday, January 7, 2020, at which time such re-registration shall be executed.
Documentation Extraordinary General Meeting (2020-01-13)
|Notice of Extraordinary General Meeting in Starbreeze AB (publ)|
|The Boards Complete Proposal (with language corrections)|
|Starbreeze report from the EGM Jan 13 2020|
Documentation Annual Shareholders Meeting 2019 (2019-06-04)
|Starbreeze AGM Presentation June 2019|
|Starbreeze report from the AGM 2019|
|Notice of Annual General Meeting in Starbreeze AB (publ) 2019 and complete proposals|
|Other documentation available in Swedish|
Documentation EGM 2019-03-07
|Minutes from the EGM 2019-03-07 (In Swedish)|
|2019-03-07 Starbreeze bulletin from EGM|
|Presentation Starbreeze March 2019 EGM|
|Notice of EGM 2019-03-07|
Documentation EGM 2018-09-14
|Minutes from the EGM [In Swedish]|
|Bulletin from the EGM|
|Notice of EGM|
|The boards complete proposal|
Documentation AGM 2018
|Minutes from the AGM [In Swedish]|
|Report from the AGM|
|Notice of AGM|
|Appendix 1 – Warrant terms and conditions|
|Information about proposed board members|
|Starbreeze Annual Report 2017|
Extraordinary General Meeting 20 March 2018
|Minutes from EGM|
|Corrected resolution on rights issue|
|Bulletin from EGM|
|Notice of EGM|
|The board of directors report|
|Revisorsyttrande [In Swedish]|
Please note that the documentation from the previous general meetings only is available in Swedish, please contact us for further questions. Go to the Swedish section of Annual General Meetings