Articles of Association of Lyckegård Group AB
§1 Company name
The company name is Lyckegård Group AB. The company is a public company (publ).
The headquarter of the board shall be in Staffanstorp Municipality.
The activities of the company shall be the development and sale of agricultural equipment and related activities.
§4 Share capital
The share capital shall be at least SEK 1 000 000 and at most SEK 4 000 000.
§5 Number of shares
The number of shares shall be not less than 10 000 000 and not more than 40 000 000.
§6 Board of Directors
The Board of Directors shall consist of a minimum of four (4) and a maximum of eight (8) members.
At least one and not more than three authorised auditors with or without deputy auditors or a
registered auditing company shall be appointed to audit the company’s annual report and accounts and the management of the Board of Directors and the Managing Director.
§8 Notice of General Meeting
Notice of the General Meeting shall be given by advertisement in the Post- och Inrikes Tidningar and on the company’s website. At the time of notice, information that notice has been given shall be published in Svenska Dagbladet. If the publication of Svenska Dagbladet is discontinued, the announcement shall instead be made in Dagens Industri. The notice of meeting shall be sent immediately and free of charge to those shareholders who request it and provide their postal address. If the Annual General Meeting is to be held at another time than that specified in the Articles of Association, the notice shall be sent by post, free of charge to the recipient, to each shareholder whose postal address is known to the Company.
Notice of the Annual General Meeting and notice of the Extraordinary General Meeting at which a question of amendment of the Articles of Association will be discussed shall be issued not earlier than six weeks and not later than four weeks before the meeting. Notice of any other extraordinary general meeting shall be given not earlier than six weeks and not later than two weeks before the meeting.
§9 Registration for the AGM
Shareholders who have been entered in the share register in the manner prescribed in Chapter 7 of the Swedish Companies Act (2005:551) and who have registered with the company no later than the date specified in the notice of the AGM are entitled to attend the AGM.
This day may not be a Sunday, other public holiday, Saturday, Midsummer’s Eve, Christmas Eve or New Year’s Eve and may not be earlier than the fifth working day before the meeting. If shareholders intend to bring assistants, the number of assistants must be indicated in the notification.
§10 Business at the Annual General Meeting
The Annual General Meeting shall be held annually within six months of the end of the financial year.
The following matters shall be dealt with at the Annual General Meeting:
1. Election of the Chairman of the Meeting.
2. Preparation and approval of the voting list.
3. Election of one or two auditors.
4. Determination of whether the meeting has been duly convened.
5. Approval of the agenda.
6. Presentation of the annual accounts and the audit report and, where applicable, the consolidated accounts and the consolidated audit report.
7. Resolutions regarding
a) adoption of the profit and loss account and the balance sheet and, where applicable, the consolidated profit and loss account and the consolidated balance sheet,
b) appropriation of the company’s profit and loss in accordance with the adopted balance sheet,
c) discharge of the members of the Board of Directors and the Chief Executive Officer from liability for their actions.
8. Determination of the number of members of the Board of Directors, deputy members of the Board of Directors and the number of auditors and deputy auditors.
9. Determination of the remuneration of the Board of Directors and the auditors.
10. Election of the Board of Directors and any deputy members of the Board of Directors and the auditor or audit firm and any deputy auditors.
11. Other business that falls to the General Meeting under the Companies Act or the Articles of Association.
§11 Financial year
The financial year of the Company shall be 1 January – 31 December.
§12 Recording reservation
The company’s shares shall be registered in a record register in accordance with the Act (1998:1479) on Central Securities Depositories and Account Management of Financial Instruments (Recording Reservation).