Articles of Association

Articles of Association for Freemelt Holding AB (publ), Reg. No. 559105-2922


§ 1 Company name
The company’s company name is Freemelt Holding AB (publ).

§ 2 Registered office
The board shall have its seat in Mölndals kommun.

§ 3 Operation
The company shall, directly or through subsidiaries, develop, manufacture and market equipment for research and development in advanced metallic materials by means of additive manufacturing and operations compatible therewith.

§ 4 Share capital
The share capital must be a minimum of SEK 1.500.000 and a maximum of SEK 6.000.000.

§ 5 Number of shares
The number of shares shall be a minimum of 30.000.000 and a maximum of 120.000.000.

§ 6 Board of directors
The board shall consist of a minimum of three (3) and a maximum of eight (8) members without deputies.

§ 7 Auditors
The company must have one or two auditors with or without deputy auditor(s) or a registered auditing company.

§ 8 Notice of the Annual General Meeting
Notice of the Annual General Meeting and the Extraordinary General Meeting where the issue of amendments to the Articles of Association will be considered shall be issued no earlier than six (6) and no later than four (4) weeks before the meeting.

Notice of another Extraordinary General Meeting shall be issued no earlier than six (6) and no later than two (2) weeks before the meeting.

Notice of a general meeting shall be given by advertising in Post- och Inrikes Tidningar and on the company’s website. That a notice shall be announced in Svenska Dagbladet.

Shareholders who wish to participate in the Annual General Meeting must be included in a printout or other presentation of the entire share register on the record date for the Annual General Meeting, which is determined in accordance with the Swedish Companies Act, and make a notification to the company no later than the date stated in the notice. The latter 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 a general meeting, but only if the shareholder has made a notification in accordance with the preceding paragraph.

§ 9 Matters at the Annual General Meeting
At the Annual General Meeting, the following matters shall be considered.

  • Election of Chairman of the meeting
  • Establishment and approval of the voting list
  • Selection of one (1) or two (2) adjusters
  • Examination of whether the meeting has been duly convened
  • Approval of agenda
  • Presentation of the annual report and the auditor’s report and, where applicable, the consolidated accounts and the consolidated auditor’s report
  • Decision
    • the adoption of the income statement and balance sheet and, where applicable, the consolidated income statement and the consolidated balance sheet;
    • on dispositions regarding the company’s profit or loss according to the approved balance sheet;
    • on discharge from liability of the members of the Board of Directors and the CEO
  • Determination of fees to the Board and the auditors
  • Election of board members and auditor as well as any deputy auditors
  • Other matters, which are to be discussed at the Annual General Meeting in accordance with the Swedish Companies Act (2005: 551) or the Articles of Association.

§ 10
The company’s financial year shall be 1 January – 31 December.

§ 11
The company’s shares must be registered in a record register in accordance with the Act (1998: 1479) on central securities depositories and accounting for financial instruments.

Latest update: 2021-06-15