Articles of association
Articles of Association for LeoVegas AB (publ) Reg. no. 556830-4033
Adopted at the extra general meeting 4 February 2016
§ 1 Name of the company
The name of the company is LeoVegas AB (publ)
§ 2 Registered office of the company
The registered office of the company shall be in Stockholm.
§ 3 Objects of the company
The company shall own and manage chattels and provide administrative services to the company group and carry out any other business incidental or related to the foregoing activities.
§ 4 Share capital
The share capital shall be at least EUR 1,100,000 and no more than EUR 4,400,000.
§ 5 Number of shares
The number of shares shall be at least 60,000,000 and no more than 240,000,000.
§ 6 Accounting currency
The company’s accounting currency shall be Euro.
§ 7 Board of directors
The board of directors shall consist of at least three and no more than ten directors.
§ 8 Auditors
For the purposes of auditing and reviewing the company’s annual accounts and the financial statements and the administration report of the board of directors and the managing director one or two auditors with or without deputy auditor shall be appointed, or a registered audit firm.
§ 9 Notice to general meetings
Notice of general meetings shall be made by announcement in the Official Swedish Gazette and by posting the notice on the company’s website. At the time of the notice, an announcement with information that the notice has been issued shall be published in Svenska Dagbladet.
Notice of the annual general meeting and extraordinary general meeting where an amendment of the articles of association will be considered shall be given no earlier than six weeks and no later than four weeks prior to the general meeting. Notice of other extraordinary general meetings shall be issued no earlier than six and no later than three weeks before the general meeting.
§ 10 Participation at general meetings
A shareholder that wishes to participate in a general meeting must notify the company, of its, and any assistants, intention to attend the meeting, no later than on the date stated in the notice of the meeting. Such a date may not be a Sunday, other public holiday, Saturday, Midsummer Eve, Christmas Eve or New Year’s Eve and may not occur earlier than five week-days prior to the general meeting. Proxies does not have to give notice of the number of assistants. The number of assistants may not be more than two.
§ 11 Matters for the annual general meeting
The annual general meeting shall be held annually within six months after the end of the financial year. At the annual general meeting, the following matters shall be considered:
- Election of chairman of the meeting
- Preparation and approval of the voting list
- Election of one or two persons to certify the minutes
- Determination of whether the general meeting has been duly convened
- Approval of the agenda
- Presentation of the annual report and auditor’s report and, if any, the group annual report and the group auditor’s report
- Decision regarding: adoption of income statement and balance sheet and, if any, the group income statement and the group balance sheet, the profit or loss of the company in accordance with the adopted balance sheet, discharge from liability for the board of directors and the managing director
- Determining the fees for the board of directors and the auditor
- Election of board of directors and auditor
- Election of chairman of the board of directors
- Decision regarding adoption of principles for the nomination committee
- Decision on principles for the determination of remuneration to the management of the company
- Any other matter which have been referred to the general meeting according to the Companies Ac (2005:551)t or the articles of association.
§ 12 Central Securities Depository Clause
The shares of the company shall be registered in a Central Securities Depositary Register in accordance to the Financial Accounts Act (1998:1479).
§ 13 Financial year
The company’s financial year shall be 1/1-31/12.