Articles of Association
ARTICLES OF ASSOCIATION
Maha Energy AB (reg. no. 559018-9543)
Adopted at the annual general meeting held on 31 May 2022.
(N.B. The English text is an unofficial translation and in case of any discrepancies between the Swedish and the English translation, the Swedish text shall prevail.)
The name of the company is Maha Energy AB. The company is a public company (publ).
- Registered office
The board of directors’ registered office is in Stockholm
- Object of the company’s business
The objects of the company’s business are to, directly or indirectly through subsidiaries or through smaller partnerships or other forms of cooperation, conduct production of and/or exploration for oil, gas and minerals, acquire, own, manage and divest shares and other interests as well as other movable and immovable property and conduct other activities compatible therewith.
- Share capital
The company’s share capital shall be not less than SEK 517,000 and not more than SEK 2,068,000.
The number of shares in the company shall be no less than 47,000,000 and no more than 188,000,000.
- Board of directors
The board of directors shall consist of not less than three (3) and not more than seven (7) members without deputy members.
The company shall have not less than one (1) and not more than two (2) auditors with not more than two (2) deputy auditors. The auditor(s), or deputy auditor(s) (as applicable), shall be an authorized public accountant or a registered public accounting firm.
- Place of shareholders’ meeting
The shareholders’ meeting shall be held in Göteborg, Malmö or Stockholm.
- Notice of shareholders’ meeting
Notices of shareholders’ meetings shall be made by announcement in the Swedish Official Gazette (Sw. Post- och Inrikes Tidningar) and by making the notice available on the company’s website. At the same time as notice is given it shall be announced in Svenska Dagbladet that a notice has been made.
Shareholders wishing to participate in shareholders’ meetings must notify the company no later than the date specified in the notice of the shareholders’ meeting. A shareholder may be accompanied by advisors at a shareholders’ meeting only if he or she notifies the company of the number of advisors in accordance with the procedure prescribed for in respect of notice of attendance to be made by a shareholder.
- Matters to be addressed at annual shareholders’ meetings
The following matters shall be addressed at annual shareholders’ meetings:
Election of chairman of the meeting;
Preparation and approval of the voting list;
Approval of the agenda;
Election of one (1) or two (2) persons who shall approve the minutes of the meeting;
Determination of whether the meeting has been duly convened;
Submission of the annual report and the auditors’ report and, where applicable, the consolidated financial statements and the auditors’ report on the group;
Resolution in respect of adoption of the profit and loss statement and the balance sheet and, where applicable, the consolidated profit and loss statement and the consolidated balance sheet;
Resolution in respect of allocation of the company’s profit or loss according to the adopted balance sheet;
Resolution in respect of the members of the board of directors’ and the managing director’s discharge from liability;
Determination of the number of members of the board of directors and the number of auditors and, where applicable, deputy auditors;
Determination of fees payable to the members of the board of directors and the auditors;
Election of the members of the board of directors, auditors and, where applicable, deputy auditors; and
Other matters which are set out in the Swedish Companies Act (Sw. aktiebolagslagen (2005:551)) or the company’s articles of association.
- Financial year
The company’s financial year is 1 January – 31 December.
- CSD clause
The shares of the company shall be registered in a CSD register in accordance with the Central Securities Depositaries and Financial Instruments Accounts Act (Sw. lagen (1998:1479) om värdepapperscentraler och kontoföring av finansiella instrument).