§ 1 Trade name
The company´s trade name is Bioextrax AB. The company is a public company (publ.)
§ 2 Registered office
The Board of Directors shall have its office in Lund, Sweden.
§ 3 Objective
The Company shall conduct research, development and marketing of materials and methods that are based on bio-based extraction technology and conduct related business.
§ 4 Share capital and number of shares
The Company´s share capital shall amount to a minimum of SEK 500,000 and a maximum of
§ 5 Number of shares
The number of the Company´s shares shall total a minimum of 13,500,000 and a maximum of 54,000,000.
§ 6 Board of Directors
The Board of Directors shall consist of a minimum of three and a maximum of seven members, with a maximum of seven deputies.
§ 7 Auditors
The Company shall have one or two auditors with a maximum of two deputy auditors or a registered public accounting firm.
§ 8 Notice of General Meeting and shareholders wishing to attend
Notice of General Meeting shall be published in Post- and Inrikes Tidningar and by making the notice available on the Company´s website. Information that the notice has been given shall be announced in Svenska Dagbladet at the time of the notice.
In order to be admitted to a General Meeting, shareholders must give notice to the Company no later than the day mentioned in the notice. This day may not be a Sunday, another public holiday, Saturday, Midsummer Eve, Christmas Eve or New Year’s Eve, and may not fall than five weekdays before the General Meeting.
§ 9 Annual General Meeting agenda items
The General Meeting is held annually, within six months after the closure of the financial year. The following items shall be on the agenda for the Annual General Meetings:
1) Election of a Chairman at the General Meeting,
2) Preparation and approval of voting list,
3) Approval of the agenda,
4) Election of one or two persons to attest the Minutes,
5) Examination of whether or not the Meeting has been duly convened,
6) Presentation of Annual Report and Auditor’s Report and, where applicable, the Consolidated Accounts and Auditor’s Report on the consolidated accounts.
7) Resolutions in respect of:
a. adoption of the Profit and Loss Account and Balance Sheet and, where applicable, the Consolidated Profit and Loss Account and Consolidated Balance Sheet
b. allocation of the Company’s profit or loss in accordance with the adopted Balance Sheet; and
c. discharge from liability of the Directors and the Managing Director.
8) Determination of Directors’ fees and, where applicable, Auditors’ fees.,
9) Election of Directors and, where applicable, Auditors.
10) Other matters to be dealt with at the Meeting pursuant to the Swedish Companies Act or the Articles of Association.
§ 10 Financial year
The Company´s financial year shall be from 1 January to 31 December.
§ 11 Record day provision
The Company´s shares shall be registered in a central securities depository register pursuant to the Financial Instruments Accounts Act (Sw: lagen (1998:1479) om värdepapperscentraler och kontoföring av finansiella instrument)