Articles of association
305547-klaria Pharma Holding AB
Corp. reg. no. 556959-2917.
Adopted at the Extraordinary General Meeting on 5 June 2015
The corporate name of the company is 305547-klaria Pharma Holding AB (publ).
The Board of Directors shall have its registered office in Stockholm Municipality.
The company shall, directly or through wholly or partially owned subsidiaries, conduct research and development in the field of medicine, market and sell medical services and products, as well as carry out activities associated with this.
The share capital shall be a minimum of SEK 500,000 and a maximum of SEK 2,000,000.
The number of shares shall be a minimum of 30,000,000 and a maximum of 120,000,000. All the shares are of the same type.
The Board shall consist of a minimum of 3 and a maximum of 8 members without deputy members.
The company shall have one or two auditors with or without deputy auditors. A registered auditing company can be appointed as auditor and/or deputy auditor.
Notices convening general meetings shall take place through advertisements in Post- och Inrikes Tidningar and on the company's website as well as through advertising in Svenska Dagbladet stating that a meeting has been convened.
Notices convening annual general meetings and extraordinary general meetings where the question of changes to the Articles of Association is to be discussed shall be issued no more than six weeks and no later than four weeks before the meeting. Notices convening an extraordinary general meeting shall be issued no more than six weeks and no later than two weeks before the meeting.
In order to be allowed to take part in the general meeting, the shareholder shall be recorded in a printout of the entire share register regarding the situation five working days before the meeting, and register himself and the number of representatives by the date stated in the notice convening the meeting. This day must not be a public holiday, a Saturday, Midsummer Eve, Christmas Eve or New Year's Eve and must not fall more than five working days before the meeting.
A shareholder may take one or two representatives to a general meeting, but only if the shareholder has notified this in accordance with the previous paragraph.
The company's financial year shall be 1 January – 31 December (calendar year).
The Company's shares shall be registered in a control register in accordance with the Swedish Financial Instruments Accounts Act (1998:1479).