Legal11 bit studios
Board Announcement — 11 bit studios S.A. Convening Ordinary General Meeting (2013)
24 May 20139 pages~18 min full read
11 bit studios S.A. convened an Ordinary General Meeting for June 20, 2013, to conduct fiscal year 2012 corporate governance and financial approvals.
See it on page 1The meeting agenda included the approval of 2012 financial statements, profit distribution, and the granting of discharge to the Management and Supervisory Boards.
See it on page 1The company had 2,217,199 outstanding shares across Series A through E, with each share carrying one vote.
See it on page 9Governance tasks included setting the size of the Supervisory Board, appointing its members, selecting a Chairperson, and establishing remuneration.
See it on page 1Shareholder participation was restricted to those of record as of June 4, 2013, and required in-person attendance at the Warsaw headquarters.
See it on page 2The company's articles of association at the time did not permit electronic voting, though proxy documentation could be submitted via email.
See it on page 7The Management Board of 11 bit studios S.A., headquartered in Warsaw, issued a formal notice on May 24, 2013, convening an Ordinary General Meeting of Shareholders scheduled for June 20, 2013. The primary purpose of the meeting is to conduct standard year-end corporate governance activities for the 2012 fiscal year. The agenda includes the review and approval of the Management Board's activity report and the financial statements for 2012, the adoption of a resolution regarding the distribution of profits, and the granting of discharge to members of both the Management Board and the Supervisory Board for their performance during the period.
Beyond financial approvals, the meeting is tasked with several structural governance decisions. These include determining the number of members for the Supervisory Board, appointing those members, selecting a Chairperson for the Board, and establishing their remuneration. The document outlines a total of 2,217,199 outstanding shares across Series A through E, each carrying one vote, representing the total voting power available at the assembly.
The scope of the announcement is strictly focused on the Polish legal framework, specifically citing the Commercial Companies Code. Participation is restricted to shareholders of record as of June 4, 2013. The document details rigorous administrative procedures for shareholder participation, including the requirements for powers of attorney, the submission of draft resolutions by those holding at least five percent of share capital, and the verification of identity through official registries or identity documents. Notably, the company’s articles of association at this time did not permit electronic participation or voting; all voting and speech were required to take place in person at the Warsaw headquarters, though communication regarding proxies and documentation could be handled via PDF and email.
