Articles of Association

1. Company Name

The company's name is Exsitec Holding AB. The company is public (publ).

2. Registered Office

The Board of Directors shall have its registered office in Linköping Municipality, Östergötland County.

3. Business Activities

The company's business purpose is to, directly or through subsidiaries, conduct consultancy services within e-commerce solutions, Internet technology, software development, IT training, trade in securities, and other related activities.

4. Share Capital

The share capital shall be no less than SEK 500,000 and no more than SEK 2,000,000.

5. Number of Shares

The number of shares shall be no less than 10,000,000 and no more than 40,000,000.

6. Board of Directors

The Board of Directors shall consist of no fewer than three and no more than seven members, with no deputies.

The Board is elected at the General Meeting for a term lasting until the end of the next Annual General Meeting.

7. Auditor

The company shall have one or two auditors, with or without deputy auditors, or a registered audit firm.

8. Notice of General Meeting

Notice of a General Meeting shall be given by publication in the Swedish Official Gazette (Post- och Inrikes Tidningar) and on the company’s website. An announcement that the notice has been issued shall be published in Svenska Dagbladet.

To participate in the General Meeting, shareholders must notify the company no later than the date specified in the notice. This date must not be a Sunday, public holiday, Saturday, Midsummer's Eve, Christmas Eve, or New Year's Eve and must not fall earlier than the fifth weekday before the meeting.

9. Proxy Collection and Postal Voting

The Board of Directors may collect proxies in accordance with the procedure stated in Chapter 7, Section 4, second paragraph of the Swedish Companies Act.

The Board may decide before a General Meeting that shareholders shall be able to exercise their voting rights by postal vote prior to the meeting, as stated in Chapter 7, Section 4a of the Swedish Companies Act.

10. Matters at the Annual General Meeting

The following matters shall be addressed at the Annual General Meeting:

1. Election of the chairman of the meeting.
2. Preparation and approval of the voting register.
3. Approval of the agenda.
4. Election of one or two persons to verify the minutes.
5. Determination of whether the meeting has been duly convened.
6. Presentation of the annual report and auditor’s report and, if applicable, the consolidated financial statements and the consolidated auditor’s report.
7. Resolutions regarding:
   • Adoption of the income statement and balance sheet and, if applicable, the consolidated income statement and consolidated balance sheet.
   • Allocation of the company’s profit or loss in accordance with the adopted balance sheet.
   • Discharge from liability for board members and the CEO.
8. Determination of fees for the Board of Directors and auditors.
9. Election of the Board of Directors, any deputy board members, auditors, and any deputy auditors.
10. Any other matter that falls under the Annual General Meeting according to the Swedish Companies Act or the Articles of Association.

11. Financial Year

The company’s financial year shall cover the period from January 1 to December 31.

12. CSD Clause

The company's shares shall be registered in a central securities depository register in accordance with the Central Securities Depositories and Financial Instruments Accounts Act (1998:1479).