Articles of association

§ 1 Company name

The company name is Eastnine AB (publ).

§ 2 Registered office

The company’s registered office is located in the municipality of Stockholm.

§ 3 Operations

The object of the company’s operations is to acquire, manage and sell real property and chattels and to conduct other activities compatible therewith.

§ 4 Accounting currency

The company’s accounting currency shall be Euro.

§ 5 Share capital

The share capital of the company shall amount to not less than EUR 2,000,000 and not more than EUR 8,000,000.

§ 6 Number of shares

The number of shares shall be not less than 80,000,000 and not more than 320,000,000.

§ 7 The Board of Directors and auditors

The Board shall consist of 3–6 members without deputies. It is elected annually at the Annual General Meeting for the time up to the end of the next Annual General Meeting.

1–2 auditors, with or without deputy auditors, are elected at the Annual General Meeting for a period until:

  1. the close of the Annual General Meeting held the first year after the election of the auditor;

  2. the close of the Annual General Meeting held the second year after the election of the auditor;

  3. the close of the Annual General Meeting held the third year after the election of the auditor; or

  4. the close of the Annual General Meeting held the fourth year after the election of the auditor.

§ 8 Notice

Notice of a General Meeting shall be given through an announcement in Post- och Inrikes Tidningar and on the company’s website. At the time of the notice, an announcement informing that the notice has been issued shall be published in Svenska Dagbladet.

§ 9 Annual General Meeting

The Annual General Meeting shall be held within six months from the end of each financial year. At the Annual General Meeting, the following matters shall be addressed:

    1. Election of a chairman of the meeting

    2. Preparation and approval of the voting list

    3. Approval of the agenda

    4. Election of one or two persons to verify the minutes

    5. Determination whether the meeting has been duly convened

    6. Presentation of the annual accounts and the auditors' report and, if applicable, the consolidated annual accounts and consolidated auditors' report

    7. Resolutions:

      • on adoption of the income statement and balance sheet and, if applicable, the consolidated income statement and the consolidated balance sheet

      • on the disposition of the company’s profit or loss as shown in the adopted balance sheet

      • on discharge of liability of members of the Board of Directors and the managing director, as applicable

    8. Determination of the number of board members and, if applicable, auditors and any deputy auditors

    9. Determination of the fees to be paid to the Board of Directors and the auditors

    10. Election of the Board of Directors and, if applicable, auditors and deputy auditors

    11. Other matters that may be brought before the meeting pursuant to the Swedish Companies Act or the articles of association

§ 10 Financial year

The company’s financial year is January 1 – December 31.

§ 11 Participation at the General Meeting

To be entitled to participate at the General Meeting, shareholders must give the company notice of their intention to attend the General Meeting and, if applicable, state the number of assistants not later than 4 PM on the day stipulated in the notice of the General Meeting. That day must not be a Sunday, any other public holiday, a Saturday, Midsummer’s Eve, Christmas Eve or New Year’s Eve and must not be earlier than the fifth weekday prior to the General Meeting. Attorneys do not need to notify the number of assistants. The number of assistants may not be more than two.

§ 12 Collection of powers of attorney and voting by post

The Board may collect powers of attorney in accordance with the procedure described in Chapter 7, Section 4, paragraph 2 of the Swedish Companies Act (2005:551).

The Board may resolve, ahead of a General Meeting of shareholders, that the shareholders shall be entitled to exercise their voting rights by post prior to the Meeting.

§ 13 Record day provision

The company’s shares shall be registered in a CSD register (central securities depository) pursuant to the Central Securities Depositories and Financial Instruments (Accounts) Act (SFS 1998:1479).