Articles of association

26/04/2012

§1 Company name

The registered name of the Company is Sveaskog AB. The Company is a Swedish public limited liability company (publ).

§ 2 Registered office

The Company's registered office shall be located in the Municipality of Kalix, Sweden.

§ 3 Business activities

The object of the Company’s activities is to own and administer real and personal property, and pursue business activities within forestry  and forest industry and carry on other activities compatible therewith.

The Company shall be an independent player, i.e. without its own major interests as an end user of forestry raw materials, with its core business in forestry. The Company may also pursue similar activities if they contribute to increasing the Company’s earnings.

The Company shall facilitate, by the sale of land on market conditions, re-leasing and purchase by private forestry businesses, particularly in sparsely populated areas. Land shall be sold until ten per cent of the area the Company owned in 2002, when the Company was formed, has been sold.

Business activities shall be pursued on a commercial basis and shall generate earnings on market conditions.

§ 4 Share capital

The Company’s share capital shall amount to no less than SEK 100,000,000 and no more than SEK 400,000,000.

§ 5 Number of shares

The number of shares shall amount to no less than 100,000,000 and no more than 400,000,000 shares.

§ 6 Board of Directors and auditors

The Board of Directors shall, to the extent it is elected by the Annual General Meeting, consist of no fewer than five (5) members and no more than nine (9) members without deputies. The Annual General Meeting shall appoint the Chair of the Board of Directors.

The Company shall have one (1) or two (2) authorised public accountants with or without one (1) or two (2) deputy auditors or one (1) registered accountant firm as auditors.

§ 7 Notice to attend general meetings

Notice to attend the Annual General Meeting and any extraordinary general
meeting at which amendment of the Articles of Association is to be discussed shall be issued at most six weeks and at least four weeks before the meeting. Notice to attend any other extraordinary general meeting shall be issued at most six weeks and at least three weeks before the meeting.

Notice to attend general meetings shall be sent by post to shareholders and published in Post- och Inrikes Tidningar [Swedish Official Gazette] and on the Company’s website. At the time at which notice is issued, information that notice has been issued shall be published in Dagens Industri.

§ 8 Financial year

The Company's financial year shall be the calendar year.

§ 9 Right of members of parliament to attend general meetings

If the Company has more than fifty (50) employees, members of the Swedish parliament [Riksdagen] shall be entitled, after notifying the Board of Directors, to attend general meetings and to ask questions at such meetings. Such notification should reach the Board of Directors one week in advance.

Notification of the date, time and location of each general meeting shall be sent by letter to the secretariat of the Swedish parliament [Riksdagen] when the notice to attend the meeting is issued.

§ 10 Location of general meetings

General meetings may be held in Östersund, Stockholm, Göteborg and Kristianstad, in addition to where the Company has its registered office.

 

-----------------------------------------------------------------------------------------
Adopted at the General Meeting on 26 April 2012.

 

Print