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Articles of association

Articles of association of MAG Interactive AB (publ)

Reg. no. 556804-3524
Adopted at the general meeting held on 27 November 2017.

§1
The name of the company is MAG Interactive AB (publ).

§2
The registered office of the company is situated in Stockholm.

§3
The object of the company's business is, directly or indirectly through subsidiaries, to sell and develop software, own and manage real property and chattels, and any activities compatible therewith.

§4
The share capital shall be not less than SEK 500,000 and not more than SEK 2,000,000.

§5
The number of shares shall be not less than 19,000,000 and not more than 76,000,000.

§6
The board of directors elected by the shareholders' meeting shall comprise 5–10 members.

§7
The company shall have 1–2 auditors and not more than 2 deputy auditors or a registered accounting firm.

§8
Notice to attend general meetings shall be given by publishing in the Official Swedish Gazette (Post- och Inrikes Tidningar) as well as at the Company’s website. At the time of the notice, an announcement with information that the notice has been issued shall be published in Svenska Dagbladet.

§9
Shareholders wishing to participate in the proceedings of the general meeting shall both be included in the print-out or other presentation of the full share register reflecting the circumstances five working days prior to the general meeting and shall give notice of their attendance to the company by the date specified in the notice convening the meeting. The latter day shall not be a Sunday, other public holiday, Saturday, Midsummer Eve, Christmas Eve or New Year’s Eve and shall not be more than five working days before the meeting.
At a general meeting shareholders may be accompanied by one or two assistants, although only if the shareholder has given notification of this as specified in the previous paragraph.

§10
The chairman of the board of directors or a person appointed by the board of directors for this purpose opens the general meeting and presides over the proceedings until a chairman of the meeting is elected.

§11
The annual general meeting is held each year within six months of the end of the financial year.
The following matters shall be addressed at the annual general meeting.

  1. Election of a chairman of the meeting;
  2. Preparation and approval of the voting register;
  3. Approval of the agenda;
  4. Election of one or two persons to attest the minutes;
  5. Determination of whether the meeting was duly convened;
  6. Presentation of the annual report and auditor’s report and, where applicable, the consolidated financial statements and auditor’s report for the group;
  7. Resolutions regarding
    (a) adoption of the income statement and balance sheet and, where applicable, the consolidated income statement and consolidated balance sheet;
    (b) allocation of the company’s profit or loss according to the adopted balance sheet;
    (c)  discharge from liability for board members and the managing director;
  8. Determination of fees for the board of directors and the auditors;
  9. Determination of number of board members, auditors and, if applicable, deputy auditors;
  10. Election of the board of directors and accounting firm or auditors;

  11. Any other business incumbent on the meeting according to the Companies Act or the articles of association.

§12 
The company’s financial year shall comprise the period commencing 1 September up to and including 31 August.

§13
Shareholders or trustees which on the record date are entered in the shareholders' register and noted in a Record day Register, according to chapter 4 of the Swedish Central Securities Depositories and Financial Instrument Accounts Act (1998:1479) or noted on a Record day Account according to chapter 4 § 18 first paragraph 6-8 in the aforementioned law, shall be presumed to be authorised to exercise the rights in chapter 4 § 39 of the Swedish Companies Act (2005:551).