Articles of association
Nexam Chemical Holding AB (publ)
Corporate ID no. 556919-9432
Articles of association
Adopted at the Annual General Meeting 13 May 2016.
§ 1 Trade name
The Company’s trade name is Nexam Chemical Holding AB. The Company is a public company (publ.)
§ 2 Registered office
The Board of Directors shall have its registered office in Lund, Sweden.
§ 3 Objective
The Company shall develop, manufacture, market and sell chemical substances and conduct related business
§ 4 Share capital
The Company’s share capital shall amount to a minimum of SEK 900,000 and a maximum of SEK 3,600,000.
§ 5 Number of shares
The number of the Company’s shares shall total a minimum of 45,000,000 and a maximum of 180,000,000.
§ 6 Board of Directors
The Board of Directors shall consist of a minimum of three and a maximum of eight members without deputies.
§ 7 Auditor
The Company shall have one or two auditors with or without deputy auditors or a registered public accounting firm.
§ 8 Notice of General Meeting
Notice of a General Meeting shall be published in Post- och 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 be registered in the transcript or other presentation of the entire shareholders register five weekdays prior to the General Meeting and shall have given notice to the Company no later than the day mentioned in the notice convening Meeting. 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.
Shareholders attending the General Meeting may bring one or two assistants, but only if the shareholder has given notice to the Company of the number of assistants according to the previous paragraph.
§ 9 Annual General Meeting agenda items
The following items shall be on the agenda of Annual General Meetings:
- Election of a Chairman at the General Meeting.
- Preparation and approval of voting list.
- Approval of the agenda.
- Election of one or two persons to check the minutes.
- Examination whether the Meeting has been properly convened.
- Presentation of the annual report and auditor’s report as well as, where applicable, the consolidated accounts and the auditor’s report on the consolidated accounts.
- a) to adopt the income statement and balance sheet as well as, where applicable, the consolidated income statement and the consolidated balance sheet.
- b) to allocate the Company’s profit or loss according to the balance sheet adopted.
- c) to discharge the board members and the CEO from liability.
§ 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 kontoföring av finansiella instrument).