Article Annual General Meeting 31.03.2020

The Annual General Meeting of Rovio Entertainment Corporation was held on March 31, 2020 in Helsinki, Finland.

Precautionary measures for the Rovio Entertainment Corporation’s Annual General Meeting 2020

Rovio takes the coronavirus epidemic very seriously. In order to decrease the risks related to coronavirus and in order to comply with the rules and recommendations imposed by the Finnish authorities while at the same time ensuring the rights of our shareholders and to enable payment of proposed dividend in original schedule, Rovio has decided on several precautionary measures for the Rovio Annual General Meeting (AGM) to be held on March 31:

  • Shareholders are strongly encouraged to use the opportunity to follow the meeting through a live webcast  and / or vote by proxy instead of attending the meeting in person;
  • Shareholders may exercise their voting rights without physical attendance by issuing a proxy and authorizing Rovio Entertainment Corporation’s General Counsel or another designated person to represent them at the AGM;
  • It is not possible to ask questions or vote through the webcast and following the webcast without issuing a proxy is not considered participation in the AGM;
  • There will only be minimum attendance of the Rovio’s Board of Directors and Leadership Team members present at the meeting;
  • There will be no coffee or other refreshments served;
  • The premises open and the reception of registered participants starts at 12.30 pm (instead of 12 pm as announced earlier);
  • The meeting will be kept as short as possible while fulfilling all legal requirements.

All shareholders are strongly encouraged to follow the AGM through a live webcast and exercise their voting rights by proxy representation instead of attending the AGM in person.

In order to secure the use of their voting rights, shareholders who are directly registered in the company’s shareholder register are encouraged to use the proxy representation option and to authorize Rovio Entertainment Corporation’s General Counsel with power of substitution to represent and vote their shares on the basis of the proxy template and instructions below:

  • AGM Proxy template General Counsel _ Rovio
  • Please deliver proxy documents by email as a PDF file to rovio.agm@rovio.com or by regular mail or personally delivered to Rovio Entertainment Corporation, AGM, 02150 Espoo so that they are received by Rovio by March 30, 2020 noon at the latest. Rovio reserves the right not to represent a shareholder in case the proxy document is received after the deadline and/or the voting instructions are not clear.
  • All shareholders wishing to be represented at the AGM should, in addition to issuing a proxy document, make sure that they are registered for the AGM in accordance with the instructions set out in the notice to the AGM. Delivery of a proxy document does not constitute registration for the AGM.

Cancelling registration

Those shareholders who have already registered for the meeting and do not wish to attend the meeting nor use a proxy are encouraged to cancel their prior notice of attendance as soon as possible if they do not plan to attend

Anyone with flu symptoms, who has been exposed to the coronavirus, is especially vulnerable to the virus or who has travelled outside Finland 14 days prior to the AGM is kindly requested not to attend the AGM in person.

Rovio will continuously evaluate the number of registered shareholders and the conditions for safely conducting the AGM based on applicable regulation, and remote attendance should be favored by all shareholders in order for the AGM to be safely organized.

Right to attend and registration

Shareholders registered in the shareholder register

Each shareholder, who is registered on the record date of the meeting, Thursday, March 19, 2020 in the shareholder register of the company held by Euroclear Finland Ltd, has the right to participate in the Annual General Meeting. A shareholder, whose shares are registered on his/her personal Finnish book-entry account, is registered in the shareholder register of the company.

A shareholder, who is registered in the company’s shareholder register and who wants to participate in the Annual General Meeting, shall register for the meeting no later than on Thursday, March 26, 2020 at 10:00 a.m. (Finnish time) by giving a prior notice of participation, which shall be received by the company no later than on the above-mentioned time. Such notice can be given:

  1. through Rovio’s website: Register to General Meeting
  2. by telephone to +358 207 888 300 from Monday to Friday between 9:00 a.m. and 4:00 p.m. (Finnish time); or
  3. by regular mail to Rovio Entertainment Corporation, AGM 2020, Keilaranta 7, FI-02150 Espoo, Finland.

In connection with the registration, a shareholder shall notify his/her name, personal/business identification number, address, telephone number and the name of a possible assistant or proxy representative and the personal identification number of a proxy representative. Any personal data provided to Rovio Entertainment Corporation in connection with the registration will be processed in accordance with the Privacy Notice for the Annual General Meeting for purposes related to organizing the Annual General Meeting.

A shareholder, his/her authorized representative or proxy representative shall, where necessary, be able to prove at the meeting place their identity and/or right of representation.

Holders of nominee registered shares

A holder of nominee registered shares has the right to participate in the Annual General Meeting by virtue of such shares, based on which he/she on the record date of the Annual General Meeting, i.e. on Thursday, March 19, 2020, would be entitled to be registered in the shareholder register of the company held by Euroclear Finland Ltd. The right to participate in the Annual General Meeting requires, in addition, that the shareholder on the basis of such shares has been temporarily registered into the shareholder register held by Euroclear Finland Ltd. at the latest on Thursday, March 26, 2020 at 10.00 a.m. (Finnish time). As regards nominee registered shares this constitutes due registration for the Annual General Meeting.

A holder of nominee registered shares is advised to request without delay necessary instructions regarding the temporary registration in the shareholder’s register of the company, the issuing of proxy documents and registration for the Annual General Meeting from his/her custodian bank. The account manager of the custodian bank has to register a holder of nominee registered shares, who wants to participate in the Annual General Meeting, temporarily into the shareholder register of the company at the latest by the time stated above.

Proxy representative and powers of attorney

A shareholder may participate in the Annual General Meeting and exercise his/her rights at the Annual General Meeting by way of proxy representation.

A proxy representative shall produce a dated proxy document or otherwise in a reliable manner demonstrate his/her right to represent the shareholder at the Annual General Meeting. When a shareholder participates in the Annual General Meeting by means of several proxy representatives representing the shareholder with shares at different securities accounts, the shares by which each proxy representative represents the shareholder shall be identified in connection with the registration for the Annual General Meeting.

In order to secure the use of their voting rights, shareholders who are directly registered in the company’s shareholder register are encouraged to use the proxy representation option and to authorize Rovio Entertainment Corporation’s General Counsel  with power of substitution to represent and vote and vote for the shareholder.

Proxy documents should be delivered to the company either via email to rovio.agm@rovio.com or in originals to the address Rovio Entertainment Corporation, AGM 2020, Keilaranta 7, FI-02150 Espoo, Finland before the last date for registration. The proxy document should be presented at the General Meeting at the latest, if required.

Important dates

AGM record date:  March 19, 2020
Last date to register for the meeting:  March 26, 2020 at 10:00 a.m. (Finnish time)
Annual General Meeting: March 31, 2020 at 1:00 p.m. (Finnish time)