Articles of Association

Kungsleden’s Articles of Association, adopted at the Extraordinary General Meeting 2007 on 19 November 2007. Articles of Association KUNGSLEDEN AB (PUBL), corporate identity no. 556545-1217

§ 1
The corporate name is Kungsleden Aktiebolag, a public limited liability company (publ).

§ 2
The registered office is in the Municipality of Stockholm (Sweden).

§ 3
The company owns and manages shares in companies active in the property segment and conducts associated business.

§ 4
The share capital is a minimum of SEK 32,000,000 and a maximum of SEK 128,000,000.

§ 5
There will be a minimum of 76,800,000 shares and a maximum of 307,200,000 shares.

§ 6
The Board of Directors comprises between three and eight members with a maximum of two deputies.

§ 7
One to two auditors with or without deputies, or one registered public accounting firm, will be appointed.

§ 8
Notification of Annual General Meetings and Extraordinary General Meetings where amendments to the Articles of Association are considered will be at the earliest six weeks and the latest four weeks prior to such Meetings. Notification of other Extraordinary General Meetings will be at the earliest six weeks and the latest two weeks prior to such Meetings. These notifications will be effected through an announcement in the Swedish Official Gazette and Swedish national daily newspaper Dagens Nyheter. If publication of Dagens Nyheter ceases, notifications will be effected through an announcement in the Swedish Official Gazette and Swedish national daily newspaper Svenska Dagbladet.

Shareholders intending to participate in shareholders’ meetings must first be recorded in the print-out or other statement of the complete share register as of five days prior to such meeting, and secondly, notify the company by no later than 4 p.m. on the day stated in the notification to attend the meeting. This day may not be a Sunday, other public holiday, Saturday, Midsummer Eve, Christmas Eve or New Year’s Eve, and may not fall earlier than the fifth weekday prior to such meeting.

§ 9
The AGM is held annually within six months of the end of the financial year. The Chairman of the Board of Directors, or that party the Board appoints, opens the AGM and leads proceedings until the Chairman is elected.

The following matters are considered at the AGM:

  • Election of a Chairman of the Meeting;
  • Preparing and approving the voting list;
  • Approval of the agenda;
  • Election of one or more people to take the minutes;
  • Evaluation of whether the meeting has been duly convened;
  • Submission of the Annual Report and Audit Report, and where applicable, Consolidated Financial Statements and Consolidated Audit Report;
  • Resolution on adopting the Income Statement and Balance Sheet, and where applicable, the Consolidated Income Statement and Consolidated Balance Sheet, appropriation of the company’s profit or loss pursuant to the adopted Balance Sheet, and discharging the Board members and Chief Executive from liability;
  • Determination of the number of Board members and deputies to be elected by the Meeting;
  • Determination of the number of auditors and deputy auditors to be appointed by the Meeting or resolving that an audit firm be appointed, in those cases where auditors are elected;
  • Determination of Directors’ and where applicable audit, fees;
  • Election of the Board of Directors and potential deputies;
  • Election of audit firm or auditor(s) and potential deputy auditors when such election occurs;
  • Other matters for consideration by the Meeting pursuant to the Swedish Companies Act (2005:551) or the Articles of Association.

§ 10
The company’s financial year is the calendar year.

§ 11
The company’s shares will be recorded in a control register pursuant to the Swedish Financial Instruments Act (1998:1479).

That shareholder or nominee recorded in the share register, and noted in a control register on the record date pursuant to chap. 4 of the Swedish Financial Instruments Act (1998:1479), or that party recorded in the control account pursuant to chap. 4 § 18 para. 1 clauses 6 – 8 of the above Act, will be considered authorized to exercise the rights pursuant to chap. 4 § 39 of the Swedish Companies Act (2005:551).


Last updated: 1/10/2008

© Kungsleden AB (publ), Medborgarplatsen 25, PO Box 70414, SE-107 25 Stockholm Sweden, Tel + 46 (0)8 503 05200, Fax + 46 (0)8 503 05201