Skip to content

Articles of Association

Adopted at the Annual General Meeting on June 16, 2022.

NB: The English text is an unofficial translation.

§ 1 Name

The name of the company is AQILION AB (publ).

§ 2 Registered office

The Board is domiciled in Helsingborg.

§ 3 Enterprise

The object of the company’s activities shall be to carry out the development of medicinal products and related activities.

§ 4 Share capital

The share capital is a maximum of SEK 2,000,000 and a maximum of SEK 8,000,000.

§ 5 Number of shares

The number of shares is not less than 4,000,000 and not more than 16,000,000.

§ 6 Board and Auditors

The Board consists of a minimum of 3 and a maximum of 10 members with a maximum of 10 alternates.

It is elected annually at the Annual General Meeting for the period until the next Annual General Meeting is held.

1 to 2 auditors with or without deputy auditors are elected at the Annual General Meeting.

§ 7 Notice

Notice of the General Meeting shall be published in the Swedish Official Gazette and on the company’s website. That notice has been issued shall be published in Dagens Industri.

In order to participate in the General Meeting, shareholders must register with the company no later than the date specified in the notice of the meeting. This day may not be a Sunday, other public holiday, Saturday, Midsummer’s Eve, Christmas Eve or New Year’s Eve and may not fall earlier than the fifth working day before the meeting.

§ 8 General Meeting

The Annual General Meeting is held annually within 6 months of the end of the financial year. The following items shall be discussed at the Annual General Meeting:

1. Election of Chairman of the meeting
2. Preparation and approval of the voting list
3. Approval of the agenda
4. Election of one (1) or two (2) persons to verify the minutes
5. Confirmation that the meeting was duly convened
6. Presentation of the annual accounts and audit report and, where applicable, the consolidated accounts and the consolidated audit report
7. Decisions:

a) the 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) on the appropriation of the company’s profits or losses in accordance with the approved balance sheet
c) on the discharge from liability for the members of the Board of directors and the Managing Director, where such is present

8. Determination of Board and audit fees
9. Election of Board of Directors and, where applicable, the auditors and any deputy auditors
10. Other business to be transacted at the meeting in accordance with the Swedish Companies Act or the Articles of Association.

At the general meeting, each person entitled to vote may vote for the entire number of shares owned and represented by him, without limitation of the number of votes.

§ 9 Place of the General Meeting

In addition to Helsingborg, general meetings may be held in Lund, Gothenburg, Stockholm or Uppsala.

§ 10 Fiscal year

The company’s fiscal year is January 1 – December 31.

§ 11 Record Day Provision

The shareholder or trustee who, on the record date, is entered in the share register and registered in a reconciliation register in accordance with Chapter 4 of the Swedish Central Securities Depositories and Financial Instruments Act (SFS 1998:1479) or the person registered in a reconciliation account in accordance with Chapter 4, Section 18, first paragraph, 6-8 of the said Act shall be presumed to be authorised to exercise the rights arising from Chapter 4, Section 39 of the Swedish Companies Act

(SFS 2005:551).