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Articles of association for Atea ASA

(Last changed 25 April 2018) Office translation

§ 1
The company’s name is Atea ASA. The company is a Joint Stock Public company.

§ 2
The objective of the company is the sale of IT services, equipment, systems and related products, hereunder to participate in other companies having financial purposes.

§ 3
The company is headquartered in Oslo.

§ 4
The company’s share capital is NOK 108 690 517 divided into 108 690 517 shares of NOK 1,- each, fully paid up and registered.
The company’s shares shall be registered in the Norwegian Registry of Securities. All transactions of shares shall be reported to the Norwegian Registry of Securities within one month.

§ 5
The company’s Board of Directors shall have from 7 to 9 members decided by the General Meeting. Two of the board members can jointly sign for the company.

§ 6
The ordinary General Meeting shall consider and decide:
1. adoption of profit and loss account and balance sheet
2. use of surplus or coverage of deficit in accordance with the laid down balance, together with distribution of dividend
3. election of the company’s Board of Directors
4. other issues that in accordance to the law falls within the General Meeting’s area of responsibility

§ 7
For the election of shareholders- and deputy board members and for the election of the nomination committee, the nomination committee shall submit suggested candidates to the General Meeting.

For the election of members to the Board of Directors, the nomination committee shall submit a list of candidates in the General Meeting calling.

The nomination committee shall consist of the chairman and to members elected by the General Meeting. The members elected by the General Meeting are elected for a period of two years.

The members of the nomination committee elect the chairman of the committee.

§ 8
Documents relating to issues that shall be dealt with by the General Meeting may be made available to the shareholders on the company’s website.

§ 9
The right to participate and to vote at the General Assembly may only be exercised to the extent that the transfer of shares has been registered in the shareholders register within the fifth weekday prior to the general assembly (the registration day).

§ 10
Shareholders who want to participate in the General Assembly, personally or by proxy, shall give notice to the company within a certain deadline to be stated in the summons. The deadline may not be longer than 5 days in advance of the date of the General Assembly. A shareholder that has not given notice within the deadline may be denied participation in the General Assembly.

§ 11
Shareholders may cast their votes in writing or electronically no later than 2 days prior to the General Assembly. The Board of Directors sets forth the details on how the casting of the votes shall be carried out in the summons for the General Assembly.

§ 12
It is moreover referred to the at any time existing company legislation.

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