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Articles of association

NB in-house translation. The Swedish binding original text is registered with the Swedish Companies Registration office.

ARTICLES OF ASSOCIATION of Hoist Finance AB (publ) 556012-8489

§ 1 Name

The company’s name is Hoist Finance AB (publ).

§ 2 Registered office

The board of directors shall maintain its registered office in Stockholm.

§ 3 Objects of the company

The object of the company’s business is to, in accordance with the Swedish Banking and Finance Act (2004:297), directly, via branches and through subsidiaries, and may thus:

  1. Borrow funds, for example by accepting deposits from the general public or issuing bonds or other comparable debt instruments;
  2. Grant or broker loans, for example in the form of consumer credits and loans secured by charges over real property or claims;
  3. Participate in financing, for example in acquiring claims and leasing personal property;
  4. Negotiate payments;
  5. Provide means of payments;
  6. Issue guarantees and assume similar obligations;
  7. Participate in the issuance of securities;
  8. Provide financial advice;
  9. Hold securities in safekeeping;
  10. Conduct letters of credit operation;
  11. Provide bank safety deposit services;
  12. Engage in currency trading;
  13. Engage in securities operations subject to the conditions prescribed in the Securities Markets Act (SFS 2007:528); and
  14. Provide credit information subject to the conditions subscribed in Credit Information Act (SFS 1973:1173).

And to, within the framework of the Swedish Banking Finance Act (2004:297), operate other areas of business in conjunction with this, e.g. collecting and owning management real property, lease holds and shares and provide advice and service in connection therewith.

§ 4 Share capital

The share capital of the company shall be no less than SEK 15,000,000 and no more than SEK 60,000,000.

§ 5 Number of shares

The number of shares shall be no less than 60,000,000 and no more than 240,000,000.

§ 6 Board of directors

The board of directors shall consist of no less than three (3) and no more than nine (9) members.

§ 7 Auditors

The company shall have one (1) to two (2) auditors. A registered accounting firm may also be appointed.

§ 8 Notice

Notice convening a general meeting shall be issued through announcement in the Official Swedish Gazette (Sw. Post- och Inrikes Tidningar) as well as on the company’s website. Announcement to the effect that notice convening a general meeting has been issued shall be made in Svenska Dagbladet.

A shareholder, who wants to participate in a general meeting must be registered in such a transcription or report of the entire share register as regards the fact five (5) weekdays prior to the meeting, and notify the company not later than on the day specified in the notice of 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 be earlier than five (5) weekdays prior to the general meeting.

Advisors of shareholders may take part at the general meeting only if the shareholder notifies the number of advisors (no more than two) in the manner described in the paragraph above.

§ 9 Financial year

The financial year of the company shall be the calendar year.

§ 10 Record day provision

The company’s shares shall be registered in a central securities register pursuant to the Financial Instruments Accounts Act (1998:1479).

Adopted at the annual general meeting on 28 April 2017.

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Articles of association

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