Articles of association

Articles of Association for Serstech AB (publ)

(Company no. 556713-9893)

§ 1 Trading name

The company’s trading name is Serstech AB (publ).

§ 2 Registered Office

The company’s registered office is in Lund.

§ 3 The company will develop, produce and sell products and services primarily within molecular analysis, and will also conduct related activities.

§ 4 Share capital

The share capital amounts to at least SEK 3,000,000 and no more than SEK 12,000,000.

§ 5 Number of shares

The number of shares in the company shall be at least 26,000,000 and not more than 104,000,000.

§ 6 Reconciliation

The company’s shares shall be registered in a reconciliation register in accordance with the law (1998: 1479) relating to CSDs and the account management of financial instruments.

§ 7 Board

The Board consists of three to six members. It is elected annually at the AGM for the period until the next annual general meeting is held.

§ 8 Auditors

The company shall elect one or two auditors with or without deputies.

§ 9 Notice of the Annual General Meeting

Notice of the Annual General Meeting shall be made through advertisements in periodicals and national newspapers as well as on the company’s website. That notice has been given will be published in Dagens Industri.

§ 10 Notification of participation in the Annual General Meeting

Shareholders who wish to participate in the AGM (a) must be listed five working days before the meeting in the printed or other edition of the share register referred to in Chapter 7, Section 28, third paragraph of the Companies Act (2005: 551) regarding the conditions, and (b) must notify the company not later than the date stated in the notice of the meeting. The latter day may not be Sunday, other public holiday, Saturday, Midsummer Eve, Christmas Eve or New Year’s Eve and not earlier than the fifth working day before the meeting.

§ 11 Annual General Meeting

The Annual General Meeting is held annually within six months of the end of the financial year.

At the Annual General Meeting, the following matters shall be dealt with:

    1. Election of Chairman of the Meeting
    2. Establishment and approval of voting rights
    3. Approval of agenda
    4. Election of one or two secretaries to take the minutes
    5. Examination of whether the meeting has been properly convened
    6. Presentation of the Annual Report and Auditor’s Report, as well as, where applicable, group accounts and group audit report
    7. Resolutions                                                                                                                                                                                          a) regarding approval of the Profit & Loss and balance statements and, where applicable, the group accounts and group balance sheet
      b) regarding dispositions of profit or loss with regard to the approved accounts
      c) granting discharge to board members and CEO
    8. Determination of Board and Auditors’ fees
    9. Election of the Board of Directors and, where applicable, auditors and any deputy auditors

At the Annual General Meeting, each person entitled to vote may vote for the entire number of shares owned or represented by him or her, without limitation in the number of votes.

§ 12 Financial year

The financial year is the calendar year 1st January to 31st December.