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Articles of Association

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 Uppsala.

§ 3 Object of the company’s business

The company shall conduct development and commercialization of locally implanted drug delivery systems and engage in activities compatible therewith.

§ 4 Share capital

The share capital amounts to a minimum of SEK 1,060,000 and a maximum of SEK 3,180,000.

§ 5 Number of shares

The number of shares shall be a minimum of 20,000,000 and a maximum of 60,000,000.

§ 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 or without 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).