The shareholders of Rightbridge Ventures GroupAB, reg. no 559058–5807, (the “Company”),are hereby convened to an Extraordinary General Meeting (“EGM”) on Monday,25 March 2024, at 10:00 CET at Advokatfirman Delphi at Mäster Samuelsgatan 17in Stockholm. Registration for the meeting will commence at 09:30 CET.
RIGHT TOPARTICIPATE AT THE GENERAL MEETING
Shareholders who wish to participate at the meeting shall:
(i) both be recorded in the share register maintained by Euroclear Sweden ABon the record date on Friday, 15 March 2024; and
(ii) not later than on Tuesday, 19 March 2024 have notified their attendanceand possible advisors to the Company; either in writing to Rightbridge VenturesGroup AB, “EGM”, Norrlandsgatan 24, SE-111 43 Stockholm, Sweden, or by e-mailto josef.segerlund@rightbridge.se.
The notification shall include full name,personal or corporate identity number, address, daytime telephone number and,when applicable, information about proxies and advisors. The number of advisorscan be at most two. In order to facilitate registration for the meeting, thenotification should, when applicable, be accompanied by powers of attorney,registration certificates and other documents of authority.
Personal data obtained from the share registermaintained by Euroclear Sweden AB, the notice and attendance at the meeting anddata regarding proxies and advisors will be used for registration, preparationof the voting list for the meeting and, when applicable, the minutes from the meeting.The personal data is handled in accordance with the General Data ProtectionRegulation (Regulation (EU) 2016/679 of the European Parliament and of theCouncil) effective from 25 May 2018. For complete information regarding how thepersonal data is handled, please refer to:https://www.euroclear.com/dam/ESw/Legal/Privacy-notice-bolagsstammor-engelska.pdf.
NOMINEEREGISTERED SHARES
To be entitled to participate in the meeting, a shareholder whose sharesare registered in the name of a nominee must register the shares in their ownname so that the shareholder is registered in the register of shareholders keptby Euroclear Sweden AB on the record date on Friday, 15 March 2024. Suchregistration may be temporary (so-called voting registration). Shareholderswishing to register their shares in their own name must, in accordance with theprocedures of the respective nominee, request the nominee to carry out suchvoting registration. Voting registration requested by shareholders in such timethat the registration has been made by the nominee no later than Tuesday, 19 March2024 will be considered in the preparation of the share register.
PROXIES
Shareholders represented by a proxy shall issue a power of attorneywhich shall be dated and signed by the shareholder. If issued by a legalentity, the power of attorney shall be accompanied by a copy of the certificateof registration or, if such document does not exist, of a correspondingdocument of authority. A copy of the power of attorney and any certificate ofregistration shall be sent to the Company well in advance of the meeting. Theoriginal version of the power of attorney shall also be presented at the meeting.
The Company provides a power of attorney form, which is available at theCompany’s head office or at the Company’s website https://www.rightbridge.se/general-shareholders-meeting.
PROPOSED AGENDA
1. Opening of the meeting and election of chairman
2. Preparation and approval of voting list
3. Presentation and approval of the agenda proposed bythe board of directors
4. Election of one or two persons to approve the minutes
5. Determination as to whether the meeting has been dulyconvened
6. Determination of the number of board members anddeputies
7. Election of new board members
8. Determination of remuneration to new board members andchairman
9. Closingof the meeting
MAJORSHAREHOLDERS PROPOSAL FOR RESOLUTIONS ON ITEMS 1 AND 6-8
Item 1. Openingof the meeting and election of chairman of the meeting
The major shareholders propose that advokat EmilApelman, from Advokatfirman Delphi, is elected as chairman of the generalmeeting.
Item 6. Determination of the number of board members and deputies
The Board of Directors currently consists of four (4) ordinary boardmembers without deputies. Major shareholders propose that the board ofdirectors, for the period until the end of the next annual general meeting,shall consist of five (5) ordinary board members without deputies.
Item 7. Election of new boardmembers
Major shareholders proposethat the meeting resolves to elect Nora Henriksson, Christopher Bergstresserand Tord Steinsvik as new ordinary board members for the period until the endof the next annual general meeting and resolves to dismiss Magnus Leppäniemiand Kin-Wai Lau from their assignments as ordinary board members of theCompany.
Short presentation of theboard members proposed for new election:
Nora Henriksson, born 1981, is currently Managing Director and boardmember of MediaMonks Stockholm AB and is leading Media Monks in the Nordics.Nora has a diverse background in tech, marketing, sports, and storytelling and herprevious experience spans from being a sportscaster at the largest broadcaststations, to being a producer and scriptwriter for TV and commercial content.She has also held leadership roles for the past decade, previously heading upthe film department and strategy at the content agency Appelberg to mention afew. Nora is dedicated to driving transformation and growth through strategicinitiatives and innovative marketing. She understands the importance ofcross-cultural understanding and leverages this knowledge to drive success incollaborative and international environments. Nora's experience in sports, bothas a marketer and journalist, has given her a unique perspective onstorytelling and brand positioning in the sports and entertainment industry.
Christopher Bergstresser
Christopher Bergstresser, born 1968, has a career in the gaming and techindustry, underpinned by an Economics degree from San Francisco StateUniversity. His journey includes executive roles at Sega, Konami, Atari, andleadership positions within MTG and Enad Global 7 in Sweden. Christopher isalso a co-founder of Appscotch, which was acquired by AppAnnie. Furthermore, Christopherhas contributed to the boards of Flagship Games Group, Mogul and Miniclip.Currently, he brings his vast experience to the boards of Flexion Mobile andOceanview, guiding both towards innovation and growth.
Tord Steinsvik
Tord Steinsvik, born 1965, isan IP industry veteran with over 30 years of experience in IP licensing. Tord hasstudied a business program of four years at University of Uppsala and liberalarts at St Clares College Oxford for three terms. Tord is currently CEO ofBulls Presstjänst AB, board member of Bulls Holding AB, Bulls Presstjänst AB,EverySense AB and Healthy Family AB. Tord is also a founder and partner ofRights & Brands AB. Tord has previously been chairman of the board ofJaramba AB and managing director of Europa Press & Co.
Item 8. Determination of remuneration to the newboard members and chairman
Major shareholders proposethat the newly elected board members shall receive the same remuneration as theother board members of the Company, i.e. SEK 100,000 and SEK 200,000 for thechairman. The remuneration shall be adjusted pro rata based on the time fromthe election until the annual general meeting 2024.
SHAREHOLDERS’RIGHT TO DEMAND INFORMATION
Pursuant to Chapter 7 Section 32 of the SwedishCompanies Act, the board of directors and the CEO shall, if any shareholder sorequests and the board of directors deems that it can be done withoutsignificant harm to the Company, provide information at the general meetingregarding circumstances which may affect the assessment of a matter on theagenda.
DOCUMENTS
The major shareholders complete proposals forresolutions is included in the notice.
Please note that this is a translation forinformation purposes only. In the event of any discrepancies between theSwedish and English versions, the Swedish version shall prevail.
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Stockholm, March 2024
Rightbridge Ventures GroupAB
The board of directors
