§ 1 Company Name
The company name of the corporation is Kinda Brave Entertainment Group AB (publ). The company is public.
§ 2 Registered Office of the Board
The board has its registered office in Umeå municipality, Västerbotten county.
To amend § 2, the proposal must be supported by shareholders representing at least nine tenths (9/10) of both the votes cast and the shares represented at the general meeting.
§ 3 Business
The company shall directly or indirectly engage in software development, publishing and consulting activities within digital entertainment and the operation of associated IT solutions. The company shall also manage securities and real property, and conduct other activities compatible therewith.
§ 4 Share Capital
The share capital shall be no less than 504,000 and no more than 2,016,000 SEK.
§ 5 Number of Shares
The number of shares shall be no less than 12,000,000 and no more than 48,000,000.
§ 6 The Board
The board shall consist of no fewer than three (3) and no more than six (6) members without deputies.
§ 7 Auditors
For the audit of the company’s annual report along with the accounts, as well as the administration of the board of directors and the CEO, 1 to 2 auditors and 0 to 1 deputy auditors shall be appointed.
§ 8 Notice
Notice of the general meeting shall be announced in the Swedish Official Gazette (Post- och Inrikes Tidningar) and on the company’s website. At the time of the notice, information that notice has been given shall be announced in Dagens Industri. Notice of the Annual General Meeting and extraordinary general meetings where matters of amendment of the articles of association will be addressed shall be issued no earlier than six (6) weeks and no later than four (4) weeks before the general meeting. Notice of other extraordinary general meetings shall be issued no earlier than six (6) and no later than two (2) weeks before the general meeting.
§ 9 Right to Attend General Meetings
Shareholders wishing to participate in the general meeting must notify the company by the date and day specified in the notice of the meeting. This day must not be a Sunday, other public holiday, Saturday, Midsummer’s Eve, Christmas Eve, or New Year’s Eve and not fall earlier than the fifth weekday before the meeting.
Shareholders may bring one (1) or two (2) assistants to the general meeting, however, only if the shareholder has notified the company accordingly in the previous paragraph.
§ 10 Location for the Annual General Meeting
The general meeting shall be held in the location where the board has its registered office or in Stockholm municipality.
§ 11 Matters at the Annual General Meeting
The following matters shall be addressed at the annual general meeting.
Election of a chairman at the meeting
Preparation and approval of the voting list
Election of one or two persons to certify the minutes
Determination of whether the meeting has been duly convened
Approval of the agenda
Presentation of the annual report and, when required, the auditor’s report
Resolutions regarding
adoption of the income statement and balance sheet, and, where applicable, the consolidated income statement and consolidated balance sheet
allocations concerning the company’s profit or loss according to the adopted balance sheet
discharge from liability for the board members and the CEO
Determination of fees for the board and, in certain cases, the auditors.
Election of the board and, where applicable, auditors.
Other matter, which is to be addressed at the general meeting according to the Swedish Companies Act (2005:551) or the articles of association.
§ 12 Financial Year
The financial year is January 1 - December 31.
§ 13 Record Date Provision
The shareholder or nominee who is registered in the shareholders’ register and noted in a reconciliation register according to Chapter 4 of the Swedish Central Securities Depositories and Financial Instruments Accounts Act (1998:1479) or the one who is registered in a reconciliation account according to Chapter 4, Section 18, first paragraph 6-8 of the said act, shall be assumed to be authorized to exercise the rights set out in Chapter 4, Section 39.