Adopted by the Annual General Meeting on 18 March 2026.
§ 1. Company name
The company name shall be Salix Group AB. The company is public (publ).
§ 2. Registered office
The registered office of the Board of Directors shall be in the in municipality of Stockholm.
§ 3. Business
The company shall operate, develop and acquire businesses with products in the construction and industrial sectors, primarily fittings, supplies, input goods and packaging, as well as conduct activities compatible with this.
§ 4. Share capital
The share capital shall be a minimum of SEK 500,000 and a maximum of SEK 2,000,000.
§ 5. Number of shares
The number of shares shall be a minimum of 75,000,000 and a maximum of 300,000,000.
§ 6. Board of Directors
The Board of Directors shall consist of a minimum of 3 and maximum of 10 board members without deputy board members.
§ 7. Auditors
For the audit of the limited company’s annual report and accounts as well as the Board of Directors’ and CEO’s management, 1 or 2 auditors and 0 to 2 deputy auditors shall be appointed. A registered public accounting firm may be appointed as auditor.
§ 8. Notice and general meeting
The general meeting of shareholders shall be convened through a notice in Post- och Inrikes Tidningar (the Official Swedish Gazette) and by making the notice available on the company’s website. An announcement that notice has been given shall be published in Svenska Dagbladet.
A shareholder that would like to participate in a general meeting shall give notice thereof to the company not later than the day set out in the notice of the general meeting.
The Board of Directors may collect power of attorneys in accordance with the procedure specified in Chapter 7, Section 4 of the Swedish Companies Act (2005:551).
Before a general meeting, the Board of Directors may resolve that shareholders shall have a right to exercise their voting rights by post in accordance with Chapter 7, Section 4a of the Swedish Companies Act (2005:551). If the Board so decides, postal voting may be conducted electronically.
Anyone who is not a shareholder in the company shall, under the conditions determined by the Board of Directors, have a right to attend or otherwise follow the negotiations at a general meeting.
General meetings may be held in Stockholm or in Malmö.
§ 9. Matters at the Annual General Meeting
The following matters shall be addressed at the Annual General Meeting.
- Election of the chair of the General Meeting
- Preparation and approval of the voting list
- Election of one or two persons to verify the minutes
- Determination as to whether the General Meeting has been duly convened
- Approval of the agenda
- Submission of the annual report and the auditor’s report, and, where appropriate, the consolidated financial statement and auditor’s report for the group
- Resolutions on:
- adoption of the income statement and balance sheet and, where appropriate, the consolidated income statement and consolidated balance sheet
- the appropriation of the company’s profit or loss as per the adopted balance sheet
- discharge from liability for the Board members and the CEO
- Determination of the number of Board members and auditors
- Determination of remuneration of the Board and the auditors
- Elections of Board members and auditor
- Other matters that shall be brought up at the General Meeting pursuant to the Swedish Companies Act (2005:551) or the Articles of Association
§ 10. Financial year
The financial year is 1 January–31 December.
§ 11. CDS provision
The company’s shares shall be registered in a central securities depository register in accordance with the Swedish Central Securities Depositories and Financial Instruments Accounts Act (1998:1479).