Bolagsordning Fortnox AB
ARTICLES OF ASSOCIATION
§ 1
COMPANY NAME
The company's corporate name is Fortnox AB (publ).
§ 2
REGISTERED OFFICE
The registered office of the board of directors is located in Växjö municipality, Kronoberg County.
§ 3
BUSINESS
The company shall, directly or indirectly, engage in the development and sale of systems and applications, including accounting and administrative systems and services, own and manage fixed and movable property, and engage in related activities.
§ 4
SHARE CAPITAL
The share capital shall be a minimum of 1,200,000 SEK and a maximum of 4,800,000 SEK.
§ 5
NUMBER OF SHARES
The number of shares shall be a minimum of 600,000,000 and a maximum of 2,400,000,000.
§ 6
CLASS OF SHARES
The shares shall be issued in one series. Each share carries one (1) vote.
§ 7
BOARD OF DIRECTORS AND AUDITORS
The board of directors shall consist of a minimum of three and a maximum of ten members. The members shall be elected annually at the Annual General Meeting until the end of the next Annual General Meeting.
One or two auditors, with or without a deputy auditor, or a registered auditing firm shall be elected as auditors at the Annual General Meeting.
§ 8
NOTICE OF ANNUAL GENERAL MEETING
Notice of an Annual General Meeting shall be given by advertising in the Swedish Official Gazette (Post- och Inrikes Tidningar) and by publishing the notice on the company's website. At the same time as the notice is published on the website, an advertisement in Svenska Dagbladet shall inform that a general meeting will be held. The advertisement shall specify how a shareholder can access the notice on the company's website or have it sent to them.
§ 9
VOTING RIGHTS AND NOTICE OF PARTICIPATION IN THE ANNUAL GENERAL MEETING
At the Annual General Meeting, each voting shareholder may vote for the full number of shares they own and represent, without limitation on the number of votes. The right to vote at the meeting shall be granted to those entered in the shareholder register for the Annual General Meeting in the manner prescribed by the Swedish Companies Act, and who have given notice of their intention to attend the meeting by mail or email in advance, no later than the day specified in the notice of the meeting. The said day may not be a Sunday, public holiday, Saturday, Midsummer Eve, Christmas Eve, or New Year's Eve and may not fall earlier than the fifth weekday prior to the meeting.
§ 10
PROXY COLLECTION AND POSTAL VOTING
The board of directors may collect proxies at the company's expense in accordance with the procedure specified in Chapter 7, Section 4, second paragraph of the Swedish Companies Act (2005:551).
The board of directors may decide, before an Annual General Meeting, that shareholders may exercise their voting rights by postal voting, in accordance with Chapter 7, Section 4a of the Swedish Companies Act (2005:551).
§ 11
ANNUAL GENERAL MEETING
The Annual General Meeting shall be held annually within six months after the end of the financial year.
§ 12
REGISTERED SHARES
The company's shares shall be registered in a central securities depository register pursuant to the Securities Central Depositories and Financial Instruments Accounts Act (1998:1479).
§ 13
FINANCIAL YEAR
The financial year shall be from January 1st to December 31st.