English translation for information purposes only. If there are differences between the English
translation and the Swedish original, the Swedish text will take precedence.
§ 1 Name
The Company’s namne is LIDDS AB. The company is public (publ).
§ 2 Registered office
The company is headquartered in Gothenburg.
§ 3 Object of the company’s business
The company shall, directly or indirectly through subsidiary, conduct research, development, production and licensing of pharmaceuticals and engage in activities compatible therewith.
§ 4 Share capital
The share capital amounts to a minimum of SEK 3,604,000 and a maximum of SEK 14,416,000.
§ 5 Number of shares
The number of shares shall be a minimum of 68,000,000 and a maximum of 272,000,000.
§ 6 Board and auditors
The board of the company shall consist of a minimum of 3 and a maximum of 10 members with a maximum of 10 deputies.
The company shall have a minimum of 1 and a maximum of 2 auditors with maximum 10 deputies or a registered auditing company as auditor.
§ 7 Notice of Annual General Meeting
Notice of the Annual General Meeting shall be given by advertising in Post- och Inrikes Tidningar and by keeping the notice available on the company’s website. That a summons has been issued shall at the same time be announced in Svenska Dagbladet.
§ 8 Registration for the Annual General Meeting
In order to participate in the Annual General Meeting, shareholders must register with the company no later than the date specified in the notice convening the Annual General Meeting. This day may not be Sunday, another public holiday, Saturday, Midsummer’s Eve, Christmas Eve or New Year’s Eve and may not fall earlier than the fifth weekday before the Annual General Meeting.
§ 9 Annual General Meeting
At the Annual General Meeting, the following matters shall be considered:
1. Election of chairman of the meeting.
2. Establishment and approval of the ballot paper.
3. Approval of Agenda.
4. Election of one or two adjusters.
5. Examination of whether the meeting has been duly convened.
6. Presentation of the annual report and the auditor’s report, as well as, where applicable, the consolidated accounts and the consolidated auditor’s report.
7. Resolutions:
a. adoption of the income statement and balance sheet and, where applicable, the consolidated income statement and consolidated balance sheet;
b. resolution regarding the allocation of the company’s profit or loss according to the approved balance sheet; and
c. regarding discharge from liability for the members of the Board of Directors and the CEO.
8. Determination of the number of board members, deputy board members, auditors and deputy auditors.
9. Determination of board and audit fees.
10. Election of board members, deputy board members and, where applicable, auditors and deputy auditors.
11. Other matters which are set out in the meeting in accordance with the Swedish Companies Act or the Articles of Association.
§ 10 Financial year
The financial year is 1 January – 31 December.
§ 11 Record day provision
The shareholder or nominee who on the record date is entered in the share register and recorded in a record register in accordance with ch. the Act (1998: 1479) on the accounting of financial instruments or the one that is recorded in a reconciliation account according to ch. 18 S first paragraph 6 – 8 mentioned law shall be assumed to be competent to exercise the rights that follow from Chapter 4, 39 S of the Companies Act (2005: 551).