Articles of Association

Articles of Association for Pamica Group AB

1. Company name

The company’s name is Pamica Group AB.

2. Registered office

The Board has its registered office in Halmstad.

3. Object of the company

The company shall, directly or through group companies, own and manage real and movable property (including shares and other securities), provide Group-wide services to related companies and conduct operations compatible with this.

4. Share capital and number of shares

The share capital shall not be less than SEK 25,000 and not more than SEK 100,000. The number of shares shall not be less than 25,000 and not more than 100,000.

5. Board of Directors

The Board shall consist of 1–10 members with a maximum of 10 deputies. If the Board consists of 1–2 members, at least 1 deputy must be appointed.

6. Auditors

The company must have 1–2 auditors with a maximum of 2 deputy auditors or a registered audit firm.

7. Notice of General Meeting

Notice of the General Meeting must be sent by letter by post or by e-mail.

Notice of the General Meeting must be published no earlier than six and no later than two weeks before the Meeting.

8. Opening of the Meeting

The Chairman of the Board or the person appointed by the Board opens the General Meeting and leads the Meeting until the Chairman of the Meeting has been elected.

9. Annual General Meeting

The Annual General Meeting is held annually within six months of the end of the financial year.

The following matters must be addressed at the Annual General Meeting

1. Election of Chairman at the Meeting
2. Preparation and approval of the voting list
3. Approval of the agenda
4. Where applicable, election of one of two persons to verify the minutes
5. Determination of whether the Meeting has been duly convened
6. Presentation of submitted annual report and audit report and, where applicable, consolidated accounts and consolidated audit report
7. Resolution on
(a) adoption of the income statement and balance sheet, as well as, where applicable, the consolidated income statement and consolidated balance sheet
(b) appropriation of profit or loss in accordance with the adopted balance sheet
(c) discharge of liability for Board members and CEO when such occurs
8. Determination of Board and auditor fees
9. Election of the Board and audit firm or auditors
10. Other matters to be addressed by the Meeting in accordance with the Swedish Companies Act or the Articles of Association.

10. Financial year

The company’s financial year shall cover the period from January 1 to December 31.

11. Reconciliation clause

The company’s shares must be registered in a reconciliation register in accordance with the Swedish Swedish Central Securities Depositories and Financial Instruments Accounts Act (1998:1479).

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