Beyond Frames
Summon to the Annual General Meeting of Beyond Frames Entertainment AB (publ)
Right to participate and registration
The right to participate in the general meeting has the shareholder who is partly entered in the share register maintained by Euroclear Sweden AB for the company on 12 May 2026, and has notified the company of their intention to participate so that the notification reaches the company no later than 15 May 2026. Notification must be made via e-mail to ir@beyondframes.com or by letter to Beyond Frames Entertainment AB (publ) c/o Helios Consulting, Svarvargatan 14 d, 112 49 Stockholm. When reporting, the shareholder's name, social security number or corporate identity number, address and telephone number, number of shares represented, and, where applicable, the name of any assistant, representative, or deputy must be stated.
Trustee-registered shares
Anyone who has had their shares registered by a trustee must, in order to have the right to participate in the meeting, have the shares registered in their own name through the trustee's care so that the person concerned is registered in the share register maintained by Euroclear Sweden AB as of record date 12 May 2026. Such registration can be temporary (so-called voting rights registration). Shareholders who wish to register the shares in their own name must, in accordance with the respective administrator's procedures, request that the administrator perform such voting rights registration. Voting rights registration that has been requested by shareholders in such a time that the registration has been made by the relevant administrator no later than 15 May 2026 will be taken into account when preparing the share register.
Agent
Shareholders who are to be represented by proxy must issue a written, signed and dated power of attorney. If the power of attorney was issued by a legal entity, a certified copy of the valid registration certificate for the legal entity (or equivalent document for a foreign legal entity) must be attached to the power of attorney. To facilitate registration, the original power of attorney as well as the registration certificate and other authorization documents should be available to the company at the above address in good time before the meeting.
Proposal for the agenda
1. Opening of the meeting.
2. Election of chairman, secretary and verifier(s).
3. Creation and approval of the voting list.
4. Question of whether the meeting has been summoned in due time.
5. Approval of the meeting agenda.
6. Presentation of the annual report and the auditor's statement.
7. Approval of the profit and loss statements and the balance sheet.
8. Appropriation of profit and loss.
9. Discharge of the board and the CEO.
10. Election of board.
11. Election of auditor.
12. Remuneration to the board and the auditor.
13. Decision on election committee.
14. Decision on authorization for the board to decide on new issue of shares.
15. Special authorization for the board.
16. End of the meeting.
Resolution proposal
Item 2: Election of chairman at the meeting
The election committee proposes that Jesper Åkerlind be elected chairman at the annual general meeting.
Item 8: Decision on appropriation of profit and loss dispositions.
The board proposes that the year's negative results, amounting to 6 704 861 kronor, are settled against the balance sheet and that there is no dividend for the financial year 2024. After the proposed disposition, free equity amounts to 101 279 960 kronor.
Item 10: Election of board.
The election committee proposes that the AGM, for the time until the end of the next AGM, should reduce number of board members to four (4) and re-elect board members Arvid Klingström, Sandra Neudinger, Patrick Bach, and Jesper Åkerlind. The nomination committee proposes the election of Arvid Klingström as chairman of the board. Fredrik Burvall and Björn Nordblom have declined re-election.
Item 11: Election of auditor.
The election committee proposes that the registered auditing company Revideco AB be re-elected as the Company's auditor for the period until the end of the next annual general meeting. Revideco AB has announced that, in the event that Revideco AB is re-elected as auditor, Erik Emilsson will remain as chief auditor.
Item 12: Remuneration to the board and the auditor.
The election committee proposes that the fee to the board is reduced and be issued with a total of SEK 375,000 to be distributed as follows: the chairman of the board is paid SEK 150,000, and other board members are paid SEK 75,000 per member on an annual basis to board members who are not employed within the group. The election committee proposes that fees to the Company's auditor should be paid according to the quotation and approved invoice.
Item 13: Decision on election committee.
The instructions for the election committee, as approved during last year’s AGM, shall apply until further notice.
Item 14: Decision on authorization for the board to decide on new issue of shares.
The board proposes that the meeting authorizes the board to, on one or more occasions, during the time until the next annual general meeting, decide on a new issue of shares, with or without deviation from the shareholders' pre-emptive rights. The number of shares issued with the support of the authorization may amount to no more than ten (10) percent of the total number of shares outstanding when the authorization is used for the first time. Issues taken with the support of the authorization must take place at the market subscription price, subject to a market issue discount where applicable, and payment must, in addition to cash payment, be made by in-kind or set-off of the claim on the company. Issuances made with the support of the authorization must take place with the aim of providing the company with working capital and/or new owners of strategic importance for the company and/or acquisition of other companies or operations.
Item 15: Special authorization for the board
It is proposed that the board be authorized to make the minor adjustments to the decisions that may prove necessary in connection with the registration of the proposals for decisions according to this notice at the Swedish Companies Registration Office or handling at Euroclear Sweden AB.
Number of shares and votes in the company
At the time of issuing this notice, there are a total of 18,635,409 outstanding shares and votes in the company. The company does not hold any own shares.
Shareholders' right to request information
According to ch. 7 Section 32 of the Swedish Companies Act, the board and the managing director, if a shareholder requests it and the board considers that it can be done without significant damage to the company, must provide information at the general meeting about conditions that may affect the assessment of a matter on the agenda and conditions that may affect the assessment of the company's financial situation. The disclosure obligation also covers the company's relationship with other group companies, the consolidated accounts and such relationships regarding subsidiaries as referred to in the preceding sentence.
Documents
Accounting documents, audit report, complete proposals for decisions, and other documents to be processed at the meeting will be kept available at the company's office no later than two weeks before the meeting and will be sent free of charge to the shareholder who requests it and provides his postal address. The documents will also be available on the company's website www.beyondframes.com. All of the above documents will also be presented at the meeting.
Stockholm, 23 April 2026
Beyond Frames Entertainment (publ)
The Board of Directors
| Datum | 2026-04-23, kl 08:36 |
| Källa | Cision |