Articles of Association

This is an unofficial translation, in case of discrepancies, the Swedish version shall prevail.

§ 1 Company name

The company's name is Adventure Box Technology AB (publ). The company is a public company.

§ 2 Registered office of the Board of Directors

The Board of Directors shall have its registered office in Stockholm.

§ 3 Business

The company shall develop, license, sell and otherwise commercialize technology for computer games and other interactive media and intellectual property rights for computer games and other interactive media, own and manage movable property and engage in related activities.

§ 4  Share capital

The share capital shall amount to a minimum of SEK 3,588,000 and a maximum of SEK 14,352,000.

§ 5 Number of shares

The number of shares shall amount to minimum of 35,880,000 and a maximum of 143,520,000.

§ 6 Board of Directors

The Board of Directors shall consist of 3-10 members. The Board is elected annually at the Annual General Meeting for the period until the end of next Annual General Meeting.

§ 7 Auditors

The company shall elect 1-2 auditors, with or without deputy auditors.

§ 8 Notice of and the right to participate at general meetings

Notice of general meetings shall be made through announcement in the Official Swedish Gazette (Sw. Post- och Inrikes Tidningar) and by making the notice available on the company's website. Announcement to the effect that notice convening a general meeting has been issued shall be made by advertisement in Svenska Dagbladet.

Notice of an Annual General Meeting and notice of an Extraordinary General Meeting where the issue of amendments to the Articles of Association is to be dealt with shall be issued no earlier than six weeks and no later than four weeks before the general meeting.

Notice of other Extraordinary General Meeting shall be issued no earlier than six weeks and no later than two weeks before the meeting.

In order to attend a general meeting, shareholders must give notice of participation to the company, as well as the number of assistants they will bring, no later than the date that is announced in the notice convening the general meeting.

§ 9  Business at general meetings

The Annual General Meeting shall be held annually within 6 months of the end of the financial year.

The following business shall be addressed at Annual General Meetings.

  1. Election of Chairman of the general meeting
  2. Preparation and approval of the voting list
  3. Approval of the agenda
  4. Election of keeper of the minutes and one or two persons to verify the minutes together with the Chairman
  5. Determination of whether the meeting has been duly convened
  6. Presentation of the submitted annual report and auditor's report as well as, where applicable, the consolidated financial statements and consolidated auditor's report
  7. Resolutions on:
    -   adoption of income statement and balance sheet as well as, where applicable, consolidated income statement and consolidated balance sheet
    -    appropriation of the company's profit or loss as pursuant to the adopted balance sheet
    -   discharge from liability for the board members and the Chief Executive OfficerDetermination of fees for the Board of Directors and auditors
  8. Election of the Board of Directors and, where applicable, auditors as well as any deputy auditors
  9. Other matters, which rest upon the general meeting pursuant to the Swedish Companies Act (2005:551) or the Articles of Association

At a general meeting, everyone entitled to vote may vote for the entire number of shares owned and represented by him, without limitation in the number of votes.

§ 10  Collection of proxies and voting by post

The Board of Directors may collect proxies in accordance with the procedure stated in Chapter 7, Section 4, second paragraph of the Swedish Companies Act (2005:551).

The Board of Directors may, prior to a general meeting, resolve that the shareholders shall be entitled to exercise their voting rights by post, including e-mail, before the general meeting.

§ 11 Presence of third parties at general meetings

Anyone who is not a shareholder shall be entitled, on terms determined by the Board of Directors, to be present or otherwise follow the proceeding at the general meeting.

§ 12  Financial year

The company's financial year shall be 1 January - 31 December.

§ 13  Central securities depository provision

Shareholders or nominees who on the record date are entered in the share register and recorded in a central securities depository register, according to the Swedish Central Securities Depositories and Financial Instruments Accounts Act (1998:1479) or the one that is recorded in a reconciliation account according to Chapter 4, Section 18, first paragraph 6-8 mentioned law, shall be assumed to competent to exercise the rights set forth in Chapter 4, Section 39 of the Swedish Companies Act (2005:551).


Adopted at the annual Extraordinary General Meeting held on 8 January 2024

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