Articles of association
1. The company’s name
The company name is Sweden Natural Assets AB (publ).
2. Registered office
The company’s Board has its registered office in Malmö.
3. The object of the company
Object of the company is to directly or indirectly engage in the oil and gas industry, to directly or indirectly engage in mining and production of metals, minerals and precious stones, owning and managing securities and conduct related business.
4. Share capital
The Company’s share capital shall be not less than SEK 6 600 000 and not more than SEK 26 400 000.
5. Shares number
The number of shares shall be not less than 651 million and 2.604 billion pieces.
6. Number of directors and term of office
The Company’s Board shall consist of between three and seven members with no or at most three deputies. Board member’s mandate until the end of the first
Annual General Meeting held after the board member was appointed.
The company shall have at least one and at most two auditors, without or with no more than one deputy auditor.
8. Notice of General Meeting
Notice of the General Meeting of the Company shall be in the manner referred to in chapter 7, section 56a § of the Swedish Companies Act (2005: 551). Notice shall
be effected by announcement in Post- Official Gazette and on the company website. That notice has been given shall be published in the Swedish newspaper
Svenska Dagbladet. Notice shall be given in such time following the Companies Act.
9. Notification, and right to participate in the General Meeting
Shareholders who wish to participate in the General Meeting must be recorded in the transcript of the share register five days before the meeting and notify the company of past 12.00 on the date specified in the notice. That day may not be a Sunday, other public holiday, Saturday, Midsummer Eve, Christmas Eve or New Year’s Eve and not fall earlier than the fifth weekday prior to the meeting.
10. Collection of proxies
The Board of Directors may collect proxies at the ARTICLES OF ASSOCIATION company’s expense in accordance with the procedure set out in Section 7, § 4, second paragraph.
11. Matters at the Annual General Meeting
The following matters to be presented at the Annual
General Meeting of the Company:
1. Election of Chairman of the Meeting.
2. Preparation and approval of voting list.
3. Approval of the agenda.
4. Determination of whether the Meeting has been duly convened.
5. Election of one or two minutes.
6. Presentation of the Annual Report and Audit report, if the company is a parent company’s consolidated accounts and consolidated auditors’ Foundation.
a) Adoption of the income statement and balance sheet and, where appropriate consolidated balance sheet.
b) Appropriation of the profit or loss according to the adopted balance sheet.
c) Discharge from liability of the Directors and, when appointed CEO.
8. Determination of remuneration to the Board and auditors.
9. Determination of the number of Directors and, when appointment of auditors shall occur, the number of auditors. Election of directors and Chairman of the Board when the audition occurs, or the auditors.
10. Other matters incumbent on the Annual General Meeting under the Companies Act or the Articles of Association.
12. Fiscal year
The company’s financial year is the calendar year (1 January to 31 December).
13. Record day provision
The shareholder or nominee who on the record date is registered in the share register and in a control register pursuant to Chapter 4. Act (1998: 1479) of the financial instrument or which is registered on a securities account pursuant to Chapter 4. § 18 the first paragraph 6-8 of the mentioned act shall be considered authorized to exercise the rights conferred by Chapter 4. § 39 of the Companies Act (2005: 551).
These articles of association were adopted at the
Annual General Meeting on May 22 2015