Organization Number: 559094-8302
§ 1 Company name
The Company’s name is AlzeCure Pharma AB. The Company is a public company (publ).
§ 2 Registered Office
The board has its registered office in the municipality of Stockholm, Stockholm County.
§ 3 Business Activities
The Company shall directly or indirectly conduct research, development, manufacture, acquisition and sale of pharmaceuticals and diagnostics, as well as related business activities.
§ 4 Share Capital
The share capital shall be at least 1,550,000 kronor and at most 6,200,000 kronor.
§ 5 Number of shares
The number of shares shall be at least 62,000,000 and at most 248,000,000.
§ 6 Board of Directors
The Board of Directors shall consist of at least three and at most ten board members without deputies.
§ 7 Auditors
The Company shall have one or two auditors and at most one deputy auditor. An authorized public accountant or a registered accounting firm shall be appointed as auditor and, where applicable, deputy auditor.
§ 8 Notice of General Meetings
The General Meeting shall be convened by way of advertisement in Post- och Inrikes Tidningar and on the Company’s website. Notification of the General Meeting will also be published in Dagens Industri.
To participate in the general meeting, shareholders must notify the company no later than the day specified in the notice of the meeting. The specified date may not be a Sunday, other public holiday, Saturday, Midsummer’s Eve, Christmas Eve, or New Year’s Eve. The specified date may not occur earlier than the 5th weekday before the general meeting.
At the General Meeting, shareholders may bring one or two deputies, if the shareholder notifies the company of the number of deputies in the manner specified in the previous paragraph.
§ 9 Annual General Meeting
At the Annual General Meeting, the following matters shall be discussed.
- Appointment of Chairman of the General Meeting;
- Preparation and approval of voting list;
- Approval of agenda;
- Election of one or two persons to check the minutes;
- Determination of whether the General Meeting has been duly convened;
- Presentation of the Annual Accounts and Auditor’s Report, as well as, where applicable, the consolidated accounts and the Group Audit Report;
- Decision on:
a) approval of income statement and balance sheet, and, where applicable, consolidated income statement and consolidated balance sheet,
b) disposition regarding profit or loss according to the approved balance sheet;
c) discharge from liability for the board members and the managing director ; - Determination of Board and auditor’s fees;
- Election of Board of Directors and auditing company or auditors, as well as any deputy auditors;
- Other matters that are addressed at the meeting according to the company’s
articles of association or company law.
§ 10 Digital General Meeting
The board may decide that the general meeting shall be held digitally.
§ 11 Accounting Year
The Company’s accounting year shall be from January 1 to December 31.
§ 12 CSD Clause
The shareholder or custodian who is registered on the record date in the share register and noted in a voting register, according to Chapter 4 of the Act (1998:1479) on securities central and registration of financial instruments, or who is noted on a voting account according to Chapter 4, $18, first paragraph, sections 6-8 of the mentioned Act, shall be deemed to be entitled to exercise the rights arising from Chapter 4, 839 of the Companies Act (2005:551).
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The articles of association were adopted at the Annual General Meeting on May 14, 2025.