Articles of Association

Speqta AB (plc) Corporate identity no 556710-8757

Adopted June 13, 2019

§1 Registered name

The Company name is Speqta AB (plc).

§2 Registered Office of the Board of Directors

The Registered Office of the Board of Directors of the Company is in Stockholm.

§3 The objects of the Company

The company shall create, develop and manage various websites and activities consistent therewith. The Company shall also own and develop other companies. In addition, the company may act as investment and financing Company, as well the Group company, and be responsible for the organization of business activities as well as financing, marketing and other joint assignments in companies that it owns wholly or partly as well as in other companies. The Company can also offer consulting services in the field of Internet. The Company may do business in both Sweden and abroad.

§4 Share capital

The share capital shall amount to not less than SEK 15 300 000  and not more than SEK 61 200 000.

§5 Number of shares

The number of shares shall be a minimum of 30 600 000 and a maximum of 122 400 000.

§6 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).

§7 Board of Directors

The Board of Directors shall consist of no fewer than three and no more than eight Directors with no more than three Deputy Directors. The members and deputies are elected annually at the annual general meeting for the period until the end of the next annual general meeting.

§8 Auditing

To audit the Company's annual report, the accounts and the Board's management, one or two auditors are appointed, with or without deputy auditors or audit firms.

§9 Notice of a General Meeting

Notice of a General Meeting of Shareholders shall be made in the form of an announcement in Post och Inrikes Tidningar and on the Company’s website. Announcement to the effect that notice convening a General Meeting has been issued shall be made in Dagens Nyheter or Dagens Industri. Other announcements to the shareholders must be either announced in the manner specified in the preceding paragraph or sent to the shareholders by mail to their address recorded in the share register

To be entitled to participate in the General Meeting, shareholders must be registered as shareholders in documents or other representation of the entire share register pertaining to the conditions prevailing five business days prior to the meeting and notify its participation to the company no later than 12:00 on the date specified in the notice.

The latter day may not be a Sunday, another public holiday, Saturday, Midsummer Eve, Christmas Eve or New Year’s Eve and may not fall earlier than five weekdays before the General Meeting.

§10 General Meeting

The Annual General Meeting is held annually within six (6) months after the end of each fiscal year.  

The meeting shall be held in Stockholm.

The following items shall be addressed at the Annual General Meeting:

  1. Election of a Chairman at the General Meeting;
  2. Preparation and approval of voting list. 
  3. Election of one or two minute checkers.
  4. Examination whether the Meeting has been properly convened.
  5. Resolution on approval of the agenda.
  6. Presentation of the annual financial statements and auditor's report, as well as the consolidated financial statements and consolidated auditor's report.
  7. Resolutions on:
    1.     adoption of the income statement and balance sheet and consolidated income statement and consolidated balance sheet
    2.     appropriation of the company’s profit or loss according to the adopted balance sheet and
    3.     discharge from liability of the Board of Directors and the CEO.
  8. Determination of the number of members and alternate members of the Board and, where applicable, the number of auditors and alternate auditors, to be elected at the General Meeting.
  9. Election of members and alternate members of the Board and wherever appropriate, election of auditors and alternate auditors
  10. Other business to be addressed by the General Meeting in accordance with the Swedish Companies Act (2008:551) or the Articles of Association

§11 Fiscal year

The financial year of the Company shall be the calendar year