§ 1 Company name
The company name is Bure Equity AB (publ). The company is public.
§ 2 Seat
The company's Board of Directors has its registered office in Stockholm.
§ 3 Activities
The Company shall invest in and develop companies in order to create value growth for the company's shareholders and provide administrative services for the companies in which the company owns shares or units and conduct related activities.
§ 4 Share capital
The company's share capital shall amount to not less than SEK 300,000,000 and not more than SEK 1,200,000,000.
§ 5 Number of shares
The number of shares in the company shall be not less than 40,000,000 and not more than 160,000,000.
§ 6 Financial year
The company's financial year shall be the calendar year.
§ 7 Board of Directors
The Board of Directors shall consist of not less than five and not more than nine members without deputies. The Board of Directors is elected at the Annual General Meeting for the period until the end of the next Annual General Meeting.
§ 8 Auditors
For the purpose of reviewing the company's annual accounts and the accounts and the administration of the Board of Directors and the CEO, the company shall have one or two auditors with or without deputies. A registered accounting firm may be elected as auditor.
§ 9 General Meeting
(i) Notice
Notice of the Annual General Meeting and notice of an Extraordinary General Meeting where a question regarding amendments to the Articles of Association will be discussed shall be issued no earlier than six weeks and no later than four weeks before the meeting. Notice of another Extraordinary General Meeting shall be issued no earlier than six weeks and no later than three weeks before the meeting. Notice shall always be made by advertising in Post- och Inrikes Tidningar and on the company's website. At the time of notice, information that notice has been issued shall be announced in Svenska Dagbladet.
(ii) Notification of, and right to participate in, general meetings
Shareholders who wish to participate in the negotiations at a general meeting must notify the company no later than 12.00 on the date specified in the notice convening the meeting. This day may not be a Sunday, other public holiday, Saturday, Midsummer's Eve, Christmas Eve or New Year's Eve and may not fall earlier than the fifth weekday before the meeting.
(iii) Chairman
The Chairman of the Board, or the person appointed by the Board of Directors, opens the General Meeting and leads the negotiations until the Chairman is elected.
iv) Time for the Annual General Meeting
The Annual General Meeting is held once a year no later than june.
(v) Place of general meeting
General meetings shall be held in Stockholm or Gothenburg.
(vi) Cases
At the Annual General Meeting, the following matters shall be considered:
1. election of the Chairman of the Meeting;
2. the establishment and approval of the electoral roll;
3. approval of the agenda;
4. choice of one or two adjusters;
5. examination of whether the meeting has been duly convened;
6. presentation of the annual accounts and the auditor's report and consolidated financial statements
and the Group Audit Report;
7. decision
(a) on the adoption of the income statement and balance sheet and the consolidated profit and loss account and the consolidated balance sheet;
(b) appropriation of the company's profit or loss in accordance with the adopted balance sheet;
(c) discharge from liability for the members of the Board of Directors and the Ceo;
8. determination of the number of board members to be elected by the general meeting;
9. determination of fees to the Board of Directors;
10. election of the Board of Directors;
11. determination, where appropriate, of fees to the auditors;
12. election, where applicable, of auditors and alternates;
13. other matters that are the responsibility of the General Meeting in accordance with the Swedish Companies Act (2005:551) or the Articles of Association.
§ 10 Presence of third parties at general meetings
Anyone who is not a shareholder of the company shall, in the event that the Board of Directors so decides and under the conditions specified by the Board of Directors, have the right to attend or otherwise, e.g. by electronic connection, follow the negotiations at a general meeting.
§ 11 Record retention
The company's shares shall be registered in a record register in accordance with the Securities Markets Act (1998:1479) on CSDs and the accounting of financial instruments.
§12 Liquidation
The resolution that the company shall go into liquidation is valid if it is supported by shareholders with more than two-thirds of both the votes cast at the meeting and two-thirds of the shares represented at the meeting.
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These Articles of Association were adopted at the Bure Annual General Meeting on June 11th, 2020.
This is an English translation of the original Swedish text. In the event of any discrepancy between the two versions, the Swedish will take precedence.
