Articles of association
Adopted at the Annual General Meeting 2021-05-05.
Articles of Association - The limited liability company Fastator (publ), org.nr. 556678-6645
§ 1. Firm
The company's name is Aktiebolaget Fastator (publ).
§ 2. Seat
The board of directors shall have its registered office in the City of Stockholm.
§ 3. Activity
The company's business shall be to manage movable and immovable property, as well as related activities.
§ 4. Share capital
The share capital shall be not less than SEK 14,000,000 and not more than SEK 56,000,000.
§ 5. Number of shares
The number of shares shall be not less than 43,750,000 and not more than 175,000,000
§ 6. Record retention
The company's shares must be registered in a record register in accordance with the Financial Instruments Accounting Act (1998:1479). The shareholder or nominee who on the record date is entered in the share register and recorded in a record register, in accordance with Chapter 4. The Financial Instruments Accounting Act (1998:1479) or the one recorded in the reconciliation account pursuant to Chapter 4. Section 18(6) to (8) of the Law shall be presumed to have jurisdiction to exercise the rights set out in Chapter 4. Section 39 of the Swedish Companies Act (2005:551).
§ 7. Board
The Board of Directors shall consist of not less than five and not more than seven board members without deputies. The members of the Board of Directors are elected annually at the Annual General Meeting for the period until the end of the next Annual General Meeting.
§ 8. Auditors
One or two auditors with or without deputy auditor are appointed to audit the company's annual accounts and the accounts, as well as the administration of the Board of Directors and the CEO, or a registered accounting firm.
§ 9. Fiscal year
The company's financial year shall be 1 January to 31 December.
§ 10. Summons
Notice of general meeting shall be made by advertising in The Swedish Post and Domestic Newspapers and on the company's website. Notice of notice shall be announced in Svenska Dagbladet.
Notice of the Annual General Meeting and notice of an Extraordinary General Meeting where the issue of 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 general meeting. Notice of other Extraordinary General Meetings shall be issued no earlier than six weeks and no later than three weeks before the general meeting.
In order to participate in the general meeting, shareholders must notify the company no later than 12.00 on the date specified in the notice convening the meeting. This day may not be Sunday, 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.
§ 11. Matters at general meetings
The Annual General Meeting shall be held annually within six months of the end of the financial year.
At the Annual General Meeting, the following matters shall be dealt with:
- Election of chairman of the meeting.
- establishment and approval of the electoral roll;
- Approval of the agenda.
- Examination of whether the general meeting has been duly convened.
- Choice of protocol driver and one or two adjusters.
- Presentation of the annual report and the auditor's report and, where applicable, consolidated financial statements and consolidated audit report
7. Decision on:
(a) adoption of the income statement and balance sheet and, where appropriate, consolidated financial statements and consolidated audit report
(b) discharge from liability for the members of the Board of Directors and the CEO
(c) appropriation of the company's profit or loss in accordance with the adopted balance sheet
8. Determination of the number of board members elected by the General Meeting and deputies and, where applicable, the number of auditors and deputy auditors.
9. Determination of fees to the Board of Directors and the auditors.
10. Election of board members and possible deputy members of the Board of Directors and, where applicable, auditors and deputy auditors.
11. Other matters, which shall be raised at the general meeting in accordance with applicable law or the articles of association.
12. Collection of proxies and postal voting
The Board may collect proxies in accordance with the procedure set out in Chapter 7. Section 4, second paragraph of the Companies Act (2005:551). The Board of Directors may decide prior to a General Meeting that the shareholders may exercise their voting rights by mail before the General Meeting.
13. Attendance of outsiders at general meetings
The Board of Directors may decide that any person who is not a shareholder of the company shall, under the conditions determined by the Board of Directors, have the right to attend or otherwise follow the proceedings of a general meeting.
//Antagen på årsstämma 2021-05-05.