§ 1 Name
The company name is Suntrade Group AB (publ).
Articles of Association
Below is the current Articles of Association (Bolagsordning) for Suntrade Group AB (publ). Each section reflects the company’s governing framework under Swedish law.
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§ 2 Registered office
The Board of Directors shall have its registered office in Stockholm.
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§ 3 Object of the company
The company shall, directly or through ownership of shares or interests in other companies, engage in development, manufacturing, licensing, and marketing of renewable energy sources, technology, and energy carriers, as well as activities compatible therewith.
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§ 4 Share capital
The share capital shall be not less than SEK 4,500,000 and not more than SEK 18,000,000.
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§ 5 Number of shares and share classes
The number of shares shall be not less than 1,500,000,000 and not more than 6,000,000,000. Shares may be issued in two series: Class A and Class B. Each Class A share carries ten (10) votes, and each Class B share carries one (1) vote. Class A shares may be issued up to a total of 600,000. Class B shares may be issued up to 100% of all shares. Detailed preferential rights apply for new issues, cash or set-off issues, and bonus issues as specified in the full Articles of Association.
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§ 6 Board of Directors
The Board shall consist of not fewer than four and not more than seven ordinary directors. No deputy directors shall be appointed. Directors are elected until the end of the next Annual General Meeting.
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§ 7 Auditors
For the audit of the company’s annual report, accounts, and the administration by the Board and CEO, one registered accounting firm or one auditor with a deputy auditor shall be appointed. The term runs until the end of the first AGM held after the auditor was elected. The Board may appoint special auditors for matters prescribed by the Swedish Companies Act.
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§ 8 Notice of General Meeting
Notice of a General Meeting shall be given through advertisement in the Swedish Official Gazette (Post- och Inrikes Tidningar) and by making the notice available on the company’s website. An announcement that notice has been given shall simultaneously be placed in Svenska Dagbladet.
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§ 9 Registration to participate at General Meetings
Shareholders wishing to participate must be entered in the share register five weekdays before the meeting and notify the company by the date stated in the notice. The date must not fall on a Sunday, public holiday, Saturday, Midsummer Eve, Christmas Eve, or New Year’s Eve, and not earlier than the fifth weekday before the meeting. Shareholders may bring one or two assistants if notice thereof is provided.
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§ 10 Financial year
The company’s financial year shall be 1 September – 31 August.
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§ 11 Record-day provision
The shareholder or nominee who on the record date is entered in the share register or noted in the reconciliation register pursuant to the Swedish Central Securities Depository and Financial Instruments Accounts Act shall be deemed authorised to exercise the rights afforded by Chapter 4, Section 39 of the Swedish Companies Act.
