Articles of Association
Corporate registration number 559334-4202
§ 1 Business name
The business name of the company is Novedo Holding AB (publ).
§ 2 Registered office
The company shall have its registered office in Stockholm municipality.
§ 3 Objects of the company
The object of the company’s business is to, either directly or indirectly, own and manage immovable and movable property, as well as conduct other activities compatible therewith.
§ 4 Share capital
The share capital shall be not less than SEK 500,000 and not more than SEK 2,000,000.
§ 5 Number of shares
The number or shares shall be not less than 15,450,000 and not more than 61,800,000.
§ 6 The board of directors
The board of directors of the company shall consist of not less than three and not more than ten members, without deputies.
§ 7 Auditors
An auditor or a registered public accounting firm shall be appointed to review the company’s annual report together with the accounts as well as the board of directors’
and the CEO’s management of the company.
§ 8 Notice
Notices to attend general meetings shall be made by publication in the Swedish Official Gazette and by making the notice available on the company’s website. The company shall advertise in Dagens Industri that notice has been made.
§ 9 Right to attend the general meeting
Shareholders who wish to participate at a general meeting must give notice of attendance to the company not later than the date specified in the notice convening the general meeting. The aforementioned date 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 prior to the general meeting.
§ 10 Matters at the Annual General Meeting
At the Annual General Meeting, the following matters shall be addressed:
- election of a chairman of the general meeting;
- preparation and approval of the voting list;
- election of one or two persons to verify the minutes;
- determination whether the general meeting has been duly convened;
- approval of the agenda;
- submission of the annual report and the auditor’s report and, where applicable,
the consolidated financial statements and the auditor’s report for the group;
- resolutions on
- adoption of the income statement and the balance sheet and, where applicable, the consolidated income statement and the consolidated balance sheet;
- allocation of the company’s profit or loss according to the adopted balance sheet; and
- discharge of liability for the members of the board of directors and the CEO;
- determination of the number of members of the board of directors;
- determination of the fees to be paid to the board of directors and the auditor; and
- election of the board of directors and the auditor
§ 11 Collection of powers of attorney, voting by post and the attendance of
third parties at general meetings
The board of directors may collect powers of attorney in accordance with the procedure set out in Chapter 7, section 4 second paragraph of the Swedish Companies Act (2005:551). Prior to general meetings, the board of directors may decide that shareholders may exercise their voting rights through postal voting in accordance with the procedure set out in Chapter 7, section 4 a of the Swedish Companies Act (2005:551). The board of directors may decide that persons, who are not shareholders in the company, shall, on the terms and conditions determined by the board, have the right to attend or in another way observe the negotiations at the shareholders’ meeting.
§ 12 CSD clause
The company’s shares shall be registered in a central securities depository register pursuant to the Swedish Financial Instruments Accounts Act (1998:1479).
§ 13 Financial year
The company’s financial year shall be the calendar year.
These Articles of Association were adopted at Novedo's Extra General Meeting on September 21, 2023.