1 § Name
The company’s name is Re:NewCell AB. The company is a public limited liability company (publ).
2 § Registered office
The board of directors’ registered office shall be situated in Stockholm, Sweden.
3 § Object of the company’s business
The company shall, directly or indirectly through subsidiaries, research on, develop and conduct business with cellulose-based products and therewith related operations.
4 § Share capital
The share capital shall be not less than SEK 500,000 and not more than SEK 2,000,000.
5 § Number of shares
The number of shares shall be not less than 19,000,000 and not more than 76,000,000.
6 § Financial year
The company’s financial year shall be calendar year.
7 § Board of directors
The board of directors shall comprise of not less than three and not more than seven directors with not more than seven deputy members.
8 § Auditor
The company shall have not less than one and not more than two auditors and not more than two deputy auditors. As auditor and, when applicable, deputy auditor, an authorised public accountant or a registered public accounting firm shall be elected.
9 § Notice of shareholders’ meeting
Notice of shareholders’ meetings shall be published in the Swedish Official Gazette and be kept available on the company’s website. It shall be announced in Dagens Industri that a notice of general meeting has been issued.
10 § Participation in shareholders’ meetings
Shareholders who wish to participate in a shareholders’ meeting shall give notice to the company no later than on the date stipulated in the notice convening the shareholders’ meeting. The latter mentioned day must not be a Sunday, any other public holiday, Saturday, Midsummer’s Eve, Christmas Eve or New Year’s Eve and must not be more than the fifth weekday prior to the meeting.
One or two assistants to the shareholder shall be entitled to attend the general meeting only if the shareholder has notified the company hereof in the manner set out above.
11 § Collection of powers of attorneys and postal voting
The board of directors may collect powers of attorney in accordance with the procedure described in Chapter 7, Section 4, second paragraph 2 of the Swedish Companies Act (2005:551). The board of directors has the right before a shareholders’ meeting to decide that shareholders shall be able to exercise their right to vote by post before the shareholders’ meeting.
12 § The right for persons not being shareholders to attend a shareholders’ meeting
The board of directors may resolve that persons not being shareholders of the company shall be entitled, on the conditions stipulated by the board of directors, to attend or in any other manner follow the discussions at a shareholders’ meeting.
13 § VPC company
The company’s shares shall be registered in a securities register in accordance with the Swedish Central Securities Depositories and Financial Instruments Accounts Act (1998:1479).