The company Ripasso Energy AB (publ), corporate identity number 556760-6602, is a Swedish public limited company registered with the Swedish Companies Registration Office on 1 July 2008. The Company conducts its business in accordance with the Swedish Companies Act, and the Board of Directors is based in the municipality of Gothenburg.
Below is a summary of the corporate governance section from the Information Memorandum. The complete text available for download at this link.
N.B. The English text is an unofficial translation. In case of any discrepancies between the Swedish text and the English translation, the Swedish text shall prevail.
Annual General Meeting
According to the Swedish Companies Act, the annual general meeting of the shareholders is the highest decision-making body of the Company. The general meeting can rule in every regard of the Company that is not explicitly contained in the area of competence of another of corporate body.
Eligibility to attend the Annual General Meeting
All shareholders that are directly registered in the share register provided by Euroclear at the latest five working days before the general meeting and provided the Company with their intention to attend the general meeting before the last date given in the notice, are eligible to attend to annual general meeting and vote for the number of shares they possess.
The Board of Directors
The board is is the second highest decision-making body after the general meeting and the highest executive body of the Company. The Board will continuously assess the financial situation of the Company, as well as ensure that the structure of the Company is such that the records, capital management and financial conditions of the company is overseen in a adequate fashion. The Board will decide in matters regarding the operational direction, strategy, business plan, resources, structure of capital, organisation, procurement, major investments, divestment, annual reports and general question of strategic nature.
Chief Executive Officer and senior Executives
The CEO of Ripasso Energy has liability to the Board and is according the Swedish Companies Act responsible for the ongoing management of the Company’s interests, in accordance to the guidelines and instructions provided by the Board.
The purpose of the election committee is to provide the coming annual meeting with suggestions regarding members of the Board, financial compensation for the Board and auditor, chairman of the Board, president of the annual meeting as well as outlines for the structure of election committee to the next annual meeting. As of now, the Company has not yet set up an election committee, but the majority owner has announced the intention to proposition the general meeting of 2017 to arrange an election committee.