Notice of Annual General Meeting in Paradox Interactive AB (publ) on 18 May 2021
Paradox Interactive AB (publ) has summoned the shareholders to the Annual General Meeting on 18 May 2021 (the “AGM”).
Due to Covid-19, the board of directors have decided that the AGM shall be carried out through advance voting (postal voting) only and without physical attendance of shareholders, proxies or persons who are not shareholders. The company invites the shareholders to exercise their voting rights at the AGM by way of advance voting in accordance with the below instructions. Information on the resolutions passed at the AGM will be made public on Tuesday 18 May 2021 as soon as the votes have been compiled.
Right to attend the AGM
Shareholders wishing to attend the AGM shall be entered in the share register kept by Euroclear no later than on Friday 7 May 2021, and give notice of its participation at the AGM by casting its advance vote in accordance with the instructions under the heading “Advance voting” below, so that such notice and advance vote is received by the company through poströsta.se no later than on Monday 17 May 2021.
Shareholders who have their shares registered with a nominee must, in order to be entitled to participate at the AGM and exercise its voting right, temporarily register the shares in their own name in the share register kept by Euroclear (so-called voting right registration). The share register for the AGM, as of the record date of Friday 7 May 2021, will consider voting right registrations completed no later than Tuesday 11 May 2021, meaning that shareholders must request that the nominee makes such voting right registration well in advance of that date.
Advance voting
Due to Covid-19, the company has taken certain precautionary measures in relation to the AGM. The shareholders may exercise their voting rights at the AGM only by voting in advance, so called postal voting, in accordance with section 22 of the Act (2020:198) on temporary exceptions to facilitate the execution of general meetings in companies and other associations.
A specific form, available at the website linked below, shall be used for advance voting. A submitted voting form constitutes also notice of participation at the AGM, meaning that a shareholder who exercises its voting right through advance voting does not need to notify the company of its attendance separately.
Link to the voting form: https://postrosta.web.verified.eu/?source=paradox
The completed voting form must be at the company’s disposal through poströsta.se no later than on Monday 17 May 2021. The completed and signed form shall be submitted through poströsta.se. If the shareholder votes in advance by proxy, a power of attorney shall be enclosed with the form. If the shareholder is a legal entity, a certificate of incorporation or a corresponding document shall be enclosed to the form. The shareholder may not note special instructions or conditions in the voting form. If so, the vote is invalid.
Company presentation
The chairman of the board Fredrik Wester, the managing director Ebba Ljungerud and CFO Alexander Bricca, will host a company presentation at 13.00 on Tuesday 18 May 2021 in a live broadcast on the company’s Twitch channel https://www.twitch.tv/paradoxinteractive. No notice of participation is required. Shareholders may submit questions in advance by way of email to ir@paradoxinteractive.com or post them directly in the chat function which is open to the public but requires a Twitch account. The company presentation is not a part of the AGM.
Agenda
1. Opening of the meeting
2. Election of the chairman of the meeting
3. Preparation and approval of the voting register
4. Approval of the agenda
5. Election of one or two persons to verify the minutes
6. Determination as to whether the meeting has been duly convened
7. Presentation of the annual report and the auditor’s report as well as the consolidated annual report and the auditor’s report in respect of such report
8. Resolution on the adoption of the income statement and the balance sheet as well as the group income statement and the group balance sheet
9. Resolution on the allocation of the company’s profits in accordance with the adopted balance sheet
10. Resolution on discharge from liability for the directors of the board and the managing director
11. Determination of the number of directors and deputies
12. Resolution on remuneration to directors or the board and auditors
13. Election of board of directors
14. Election of auditor
15. Resolution on principles for nomination committee to the 2022 AGM
16. Resolution on guidelines for remuneration to senior executives
17. Resolution on authorisation for the board of directors to resolve on the issuance of shares, convertibles and/or warrants
18. Proposal of the board of directors for a resolution (A) implementation of Option Program 2021/2025 and (B) directed issue of warrants and approval of transfer of warrants to fulfil the company’s commitments under the option program and to secure social security charges
19. Closing of the meeting