NOTICE TO ATTEND THE ANNUAL GENERAL MEETING OF SCOUT GAMING GROUP AB (PUBL)
The shareholders of Scout Gaming Group AB (publ), reg.no 559119-1316 (“Scout Gaming” or the “Company”), are hereby given notice to attend the annual general meeting to be held at 1:00 p.m. CET, Thursday 23 May, at Advokatfirman Delphi, Mäster Samuelsgatan 17 in Stockholm. Registration and entry commences at 12:30 p.m. CET.
NOTICE OF PARTICIPATION
Shareholders who wish to participate in the proceedings of the annual general meeting must:
- be entered in the shareholders’ register kept on behalf of the Company by Euroclear Sweden AB, as of Friday 17 May 2019, and
- notify the Company of its intention to participate, no later than by Friday 17 May 2019.
Notification of participation shall be given in writing to Scout Gaming Group (publ), Attn: Årsstämma, Kaptensgatan 6, 3tr, 114 57 Stockholm, Sweden, or by e-mail to billy.degerfeldt@scoutgaminggroup.com. Such notice must contain full name alternatively company name, personal identification number or organisation number, address, daytime phone number and, where applicable, information regarding any attending representative or counsel (maximum two).
NOMINEE-REGISTRERED SHARES
In order to exercise their voting rights at the annual general meeting shareholders whose shares are registered under a nominee must temporarily register their shares in their own name, so the person concerned is registered in the share register kept by Euroclear Sweden AB, no later than Friday 17 May 2019. Such registration can be temporary.
REPRESENTATIVES AND POWER OF ATTORNEY
A person not present at the annual general meeting may exercise their right at the annual general meeting by a written, signed and dated power of attorney. The Company provides a power of attorney form at the Company’s website, www.scoutgaminggroup.com. The power of attorney form may also be collected at the Company or ordered via e-mail on the above address. If the power of attorney is issued by a legal entity, the registration certificate or equivalent authorization document, in regards of the legal entity, must be attached. To facilitate the entry at the meeting, power of attorney, registration certificates and other equivalent authorization documents must be available to the Company at the above address at the latest on Friday 17 May 2019.
NUMBER OF SHARES AND VOTES
The total number of shares in Scout at the time of issuance of the notice is 13,283,455, which correlates with the numbers of votes in the Company.
PROPOSED AGENDA
- Opening of the meeting
- Election of chairman at the meeting
- Preparation and approval of the voting list
- Approval of the board of directors’ proposed agenda
- Election of one or two persons to approve the minutes
- Determination of whether the meeting has been duly convened
- Address by the CEO and presentation of the annual report
- Resolutions regarding:
a) adoption of the income statement and the balance sheet and consolidated income statement and consolidated balance sheet;
b) allocation of the Company’s earnings in accordance with the duly adopted balance sheet; and
c) discharge from liability for the members of the board of directors and the CEO.
9. Determination of number of board members and number of auditors and any deputy auditors Resolution on fees for the board of directors and the auditor
10. Election of board members, chairman of the board of directors and auditors and any deputy auditors
11. Resolution on authorization for the board of directors to resolve on new issue of shares
12. Closing of the meeting
Information about proposed board members
As follows from the notice, major shareholders proposes re-election of the following four (4) ordinary board members until the end of the next annual general meeting: Rolf Blom, Jörgen Ragnarsson, Atle Sundal and Anders Enochsson. Furthermore, the major shareholders proposes to elect Carla Maree Vella as ordinary board member until the end of the next annual general meeting. Rolf Blom is proposed to be re-elected as chairman of the board. Descriptions of proposed board members can be found on the Company’s website.
SHAREHOLDERS REQUEST FOR INFORMATION
Pursuant to Chapter 7, section 32 and 57 of the Swedish Companies Act (Sw. aktiebolagslagen), the board of directors and the CEO shall provide information at the annual general meeting, regarding circumstances that may affect the assessment of a matter on the agenda, or the Company’s economic situation or the Company’s relation to other group companies, if any shareholder requests so and the board of directors deems that it can be made without material damage to the Company,
OTHER
The notice in full is available on the Company’s website www.scoutgaminggroup.com. The notice will also be announced in the Official Swedish Gazette (Sw. Post- och Inrikes Tidningar) on 25 April 2019. Information that the notice has been given shall be announced in Svenska Dagbladet on 25 April 2019.
Accounting records, audit report and the board of director’s complete proposals and other documentation required according to the Swedish Companies Act will be available at the Company’s office as stated above and on the Company’s website www.scoutgaminggroup.com at the latest from Tuesday 1 May 2019. Copies of the mentioned documentation will be sent to those shareholders who request it and provides their postal address. All the documentation will also be presented at the annual general meeting.
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For further information, please contact:
Andreas Ternström, CEO
Phone: +46 706 770 660
E-mail: andreas.ternstrom@scoutgaminggroup.com
Billy Degerfeldt, CFO and Investor Relations
Phone: +46 707 581 668
E-mail: billy.degerfeldt@scoutgaminggroup.com
About Scout Gaming Group
Scout Gaming Group is a licensed and regulated B2B fantasy sports provider and betting provider. The Company offers a flexible and adaptive network based Fantasy Sports solution with support for most sports and game formats. The group company has approximately 80 employees and is headquarted in Stockholm, Sweden with development and operations in Bergen, Norway, and Lviv, Ukraine. Sales, support and product development is managed from the office on Malta. For more information regarding the Company, please visit: www.scoutgaminggroup.com. Scout Gaming Group is listed on Nasdaq First North and the Company’s Certified Adviser is Redeye AB.