Pre-Annual General Meeting Information • Feb 29, 2024
Pre-Annual General Meeting Information
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The share capital of the Company amounts to ISK 868.443.336 divided into shares of a nominal value of one Icelandic krona each share.
• The Company's share capital may be increased with the approval of a shareholders' meeting with the same amount of votes needed to amend these Articles of Association. Shareholders have the priority right to purchase all new shares in proportion to their holdings. Only a shareholders' meeting may approve the reduction of the share capital.
One vote is attached to each ISK 1 of share capital.
• Shareholders may, by means of a written proxy, grant a third-party authority to attend shareholders' meetings and wield their voting rights. The simple majority of votes will decide issues at shareholders' meetings unless alternative instructions are provided by law or the Articles of Association.
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Pursuant to the Articles of Association of Fly Play hf. shareholders shall be allowed to vote at the annual general meeting in 2024 by letter-vote if they cannot be in attendance and do not appoint a proxy to attend in their stead. Voting will take place via electronic medium.
A shareholder wishing to participate by letter-vote shall submit such a request by email to the Company at [email protected] before 16:00 (GMT) on 16 March 2024.
If a request for a letter vote is received prior to the cut-off time, a shareholder will be granted access to an electronic voting system, allowing the shareholder to vote on the matters submitted to a vote at the annual general meeting. Shareholders will be required to verify their identity in the voting system.
A shareholder can vote in the voting system between 12:00 (GMT) on 18 March 2024 and 12:00 (GMT) on 20 March 2024. No voting can take place via the voting system after that time.
If the board of directors is elected by default, that part of the ballot will be disregarded.
The options available for other agenda items will be IN FAVOUR, APPOSED, or ABSTAINING. The same applies to other agenda items as applies to the election of the board of directors, if agenda items are approved without a vote, the applicable part of the ballot will be disregarded.
Votes must be submitted via the electronic voting system before 12:00 (GMT) on March 20, 2024. No voting can take place via the voting system after that time.
The Company disclaims all liability if a shareholder does not utilize the electronic voting system within the applicable timeframe and, therefore, cannot vote on any agenda items of the annual general meeting.
The Company reserves the right to request confirmations of all received votes submitted via the electronic voting system in any manner the Company deems appropriate (at its sole discretion). If adequate confirmation of the legality of a vote is not received, the Company may disregard such votes.
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The undersigned shareholder of Fly Play hf. hereby grants the below-stated person a full and unlimited power of attorney to attend the annual general meeting of Fly Play hf., which is held on 21 March 2024, and exercise all rights of the undersigned shareholder, including all voting rights attached to the shareholder's shares.
Name of proxy holder: ________________________________
Id. no. of proxy holder: _________________________________________
Everything executed in accordance with this Power of Attorney shall have the same legal effect as if executed by a duly authorized representative of the shareholder.
This proxy shall be dated and signed by the shareholder. If the shareholder is a legal entity, this proxy shall be signed by a duly authorized signatory of the relevant legal entity.
Place and date: ____________________________
| _________ Name of shareholder in print letters |
_________ Id. / registration number of shareholder |
|---|---|
| _________ Address of shareholder |
________ Tel. |
| _________ Email address |
_________ Number of shares held in Fly Play hf. |
| Signature of shareholder: | |
| _________ Name: |
|
| Witnesses to the correct date and signature: | |
| Name | _____ _______ Id. no. |
_________________________________ _________________________________
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