Articles of Association
§ 1 Company
The company’s company name is ITAB Shop Concept AB. The company is a public limited company (publ).
§ 2 Seat of the Board
The board shall have its seat in Jönköping municipality, Jönköping county.
§ 3 Activities
As the parent company of a group, the company shall conduct executive management, administration and perform administrative services for all companies included in the group and engage in activities compatible therewith.
The operations in the Group shall conduct manufacturing and sales of store equipment and engage in activities compatible therewith.
§ 4 Share capital
The share capital shall amount to a minimum of SEK 30,000,000 and a maximum of SEK 120,000,000.
§ 5 Number of shares
The number of shares shall be a minimum of 72,000,000 and a maximum of 288,000,000.
§ 6 Board and auditors
The Board shall, to the extent that it is appointed by the Annual General Meeting, consist of a minimum of three and a maximum of nine members with a maximum of nine deputies. The company must have a minimum of one and a maximum of two auditors with or without deputy auditors. An authorized public accountant or registered auditing company shall be appointed as auditor and, where applicable, deputy auditor.
§ 7 Summons
Notice of a general meeting shall be given by advertising in Post- och Inrikes Tidningar and on the company’s website. That a summons has been issued shall be announced in Dagens Industri.
§ 8 Right to participate in general meetings
Shareholders who wish to participate in the Annual General Meeting must register with the company no later than the date specified in the notice convening the meeting. This day may not be Sunday, another public holiday, Saturday, Midsummer’s Eve, Christmas Eve or New Year’s Eve and may not fall earlier than the fifth weekday before the Annual General Meeting.
Shareholders may bring one or two assistants to the meeting, but only if the shareholder has made a notification to this effect in accordance with the preceding paragraph.
§ 9 The Annual General Meeting
At the Annual General Meeting, the following matters shall be considered:
- Election of chairman at the meeting
- Establishment and approval of the ballot paper
- Approval of Agenda
- Selection of one or two protocol adjusters
- Examination of whether the meeting has been duly convened
- Presentation of annual report and auditor’s report and, where applicable, consolidated accounts and consolidated auditor’s report
- Decisions on the adoption of the income statement and balance sheet and, where applicable, the consolidated income statement and consolidated balance sheet
- Decision on dispositions regarding the company’s profit or loss according to the approved balance sheet
- Resolution on discharge from liability for board members and the CEO
- Determination of the number of board members and the number of auditors and deputy auditors
- Determination of fees to board members and auditors
- Election of board members and election of auditors and deputy auditors
- Other matters, which arrive at the meeting in accordance with the Swedish Companies Act or the Articles of Association
§ 10 Collection of proxies and postal voting
The Board may collect proxies in accordance with the procedure specified in Chapter 7. Section 4, second paragraph, of the Swedish Companies Act (2005: 551). Prior to a general meeting, the board may decide that the shareholders shall be able to exercise their voting rights by post before the general meeting.
§ 11 Financial year
Financial year shall be 1 January – 31 December.
§ 12 Reconciliation reservation
The company’s shares must be registered in a record register in accordance with the Act (1998: 1479) on central securities depositories and accounting of financial instruments.