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Articles of association

Articles of Association

Avidly Plc’s Articles of Association registered with the Trade Register on 12 September 2018 are as follows:

1§ Name and registered office

The Company’s business name is Avidly Oyj, Avidly Abp in Swedish and Avidly Plc in English. The Company’s registered office is in Helsinki.

2§ Industry

The Company’s line of business is to engage, either by itself or through a subsidiary or its affiliated companies, in marketing communication services, publishing activities, publishing, sales, marketing and distribution, other communications, consulting, entertainment industry activities as well as the related industrial and commercial business. In addition, the Company may buy, sell, lease and hold securities, property and other assets.

3§ Book-entry system

The Company’s shares belong to a book-entry system. The right to receive funds distributed by the Company and a subscription right when increasing share capital lies only with one

  1. who is registered as a shareholder in the share register on the record date;
  2. whose right to payment is recorded in the securities account of a shareholder registered in the share register on the record date; or
  3. to whose securities account (provided that the share is a nominee share) the share is registered in the record data and whose stockbroker is registered as the holder of the shares in the share register on the record date.

4§ Board of Directors

The Company’s Board of Directors is composed of at least three and at most nine members. The members of the Board are elected in an Annual General Meeting for a term which ends at the closing of the following Annual General Meeting.

5§ CEO

The Company may have a Chief Executive Officer.

6§ Signing for the Company

The Company’s name is signed by two Board members together or by the CEO and the Chair of the Board, both alone.

7§ Auditors

The Company has one auditor and one deputy auditor, both Authorised Public Accountants.

8 § Notice of and participation in General Meeting

The notice of the General Meeting must be published on the Company’s website and, in other respects, as provided in the Finnish Limited Liability Companies Act with regard to notices of meetings. The Board of Directors may also decide to publish the notice in some other manner.

A shareholder must inform the Company’s Board of Directors of their participation in the General Meeting no later than on the date specified by the Board of Directors, which may not be earlier than ten days prior to the General Meeting. Information on an obligation to register will be given in the notice of the meeting.