For investors

Articles of Association

Articles of Association for Transtema Group AB (publ), 556988-0411

§ 1 Corporate name

The company’s name is Transtema Group AB. The company is public (publ).

§ 2 Registered office

The registered office of the Board is located in the municipality of Mölndal, Västra Götaland County, Sweden.

§ 3 Business

The company aims to sell, install, operate, and maintain infrastructure for data and telecommunications; own and manage shares, interests, securities, and associated activities.

§ 4 Share capital

The company’s share capital shall amount to not less than SEK 13 000 000 and not more than SEK 52 000 000.

§ 5 Number of shares

The number of shares shall be not less than 13 000 000 and not more than 52 000 000.

§ 6 Board of Directors

The Board shall consist of a minimum of three (3) and a maximum of six (6) members without deputies.

§ 7 Auditor

The company shall appoint an auditor or a registered auditing company.

§ 8 Notice and place of general meeting

The Annual General Meeting shall be held in Gothenburg or Mölndal.

Notices convening general meetings shall be published in the Post- och Inrikes Tidningar and made available on the company’s website. Announcement that notice has been given shall at the same time be given in Dagens Industri.

§ 9 Matters at the Annual General Meeting

The Annual General Meeting shall address the following matters:

1. Election of the Chairman of the meeting
2. Establishment and approval of the voting list
3. Approval of proposed agenda
4. Election of one or more adjusters
5. Determination of whether the Annual General Meeting has been duly convened
6. Presentation of the annual report and the auditor’s report, as well as the consolidated accounts and the consolidated auditor’s report
7. Resolution on the adoption of the income statement and balance sheet and the consolidated income statement and balance sheet
8. Resolution on the allocation of the company’s profit or loss according to the adopted balance sheet
9. Resolution on discharge from liability for the members of the Board and the Chief Executive Officer
10. Determination of the number of directors to be elected by the meeting
11. Determination of the remuneration for the Board and, where applicable, the auditors
12. Election of the Board of Directors and the auditor
13. Other matters

§ 10 Financial year

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

§ 11 Record day provision

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

§ 12 Collection of powers of attorney and postal voting

The Board of Directors may collect powers of attorney pursuant to the procedure stated in Chapter 7, Section 4, second paragraph of the Swedish Companies Act. (2005:55). The Board may decide before a general meeting that the shareholders shall be able to exercise their voting rights by post before the meeting.