11 bit studios S.A. is seeking to increase its share capital through a private subscription of Series E shares, which includes the exclusion of existing shareholders' pre-emptive rights.
The company intends to apply for the introduction of the new Series E shares into the Alternative Trading System on the Warsaw Stock Exchange and proceed with their dematerialization.
The Ordinary General Meeting of Shareholders is scheduled for June 22, 2012, to review 2011 financial performance and approve the distribution of 2011 profits.
As of May 25, 2012, the company’s total share capital consists of 1,911,699 shares, with each share carrying one vote.
The meeting agenda includes granting formal discharge to members of both the Management Board and the Supervisory Board for their performance during the 2011 fiscal year.
Shareholders must be registered by June 6, 2012, to participate in the meeting, and the company does not permit electronic participation or remote voting.
The Management Board of 11 bit studios S.A., headquartered in Warsaw, issued a formal notice on May 25, 2012, convening an Ordinary General Meeting of Shareholders scheduled for June 22, 2012. The primary purpose of the meeting is to conduct standard annual corporate governance tasks and address specific capital restructuring initiatives. As of the announcement date, the company’s share capital consisted of 1,911,699 shares, each corresponding to one vote.
The agenda includes the review and approval of the Management Board's report on 2011 activities and the financial statements for the 2011 fiscal year. Shareholders will vote on the distribution of 2011 profits and grant discharge to members of both the Management Board and the Supervisory Board for their performance. Critically, the meeting will address a resolution to increase the company's share capital through the private subscription of Series E shares, involving the exclusion of existing shareholders' pre-emptive rights. Furthermore, the board seeks approval to apply for the introduction of these Series E shares into the Alternative Trading System managed by the Warsaw Stock Exchange and to proceed with their dematerialization.
The document outlines strict procedural requirements for participation, noting that the registration date for the meeting is June 6, 2012. Shareholders representing at least one-twentieth of the share capital maintain the right to request additions to the agenda or submit draft resolutions. While the company allows for the electronic notification of proxies and the submission of documents in PDF format, the company’s statutes do not currently permit participation, speech, or voting via electronic communication means during the meeting itself. All proceedings are governed by the Polish Commercial Companies Code.