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Reg nr 556797-7078

ARTICLES OF ASSOCIATION FOR MAGNOLIA BOSTAD AB Org. no. 556797-7078 Adopted at the meeting on March 27, 2023

§ 1. Company
The company's company name is Magnolia Bostad AB. The company is public (publ).

§ 2. Board seat
The board has its seat in Stockholm.

§ 3. Operations
The company must - directly or indirectly through subsidiaries - acquire, own, manage, develop and sell real estate, conduct project activities regarding real estate and own and manage securities and other related activities.

§ 4. Share capital and number of shares
The share capital is a minimum of SEK 120,000,000 and a maximum of SEK 480,000,000. The number of shares must be a minimum of 30,000,000 and a maximum of 120,000,000.

§ 5. Board of Directors
The board shall consist of 3 to 7 members with a maximum of 6 deputies.

§ 6. Auditors
The company must have 1-2 auditors, one of whom may be a registered audit firm, with a maximum of 2 deputy auditors.

§ 7. Notice to general meeting
Notice of the general meeting must be made through advertising in Post- och Inrikes Tidningar and through the notice made available on the company's website. At the same time as the summons takes place, the company must inform through advertising in Dagens Industri that the summons has taken place.

§ 8. Participation in the meeting
Shareholders who wish to participate in the general meeting must notify the company no later than the day on which the notice to the general meeting is stated. This day must not be Sunday, another public holiday, Saturday, Midsummer's Eve, Christmas Eve or New Year's Eve and not fall earlier than the fifth weekday before the general meeting.

Shareholders may bring one or two assistants to the general meeting, however, only if the shareholder has notified this in accordance with the previous paragraph.

The board may collect powers of attorney according to the procedure specified in ch. 7. Section 4, second paragraph of the Swedish Companies Act (2005:551).

The board may decide before a general meeting that the shareholders can exercise their voting rights by post before the general meeting.

§ 9. Opening of the meeting
The chairman of the board or the person appointed by the board opens the general meeting and directs the negotiations to the chairman elected at the meeting.

§ 10. 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 must occur.
       1. Election of chairman at the meeting;

       2. Establishment and approval of voter register;

       3. Approval of agenda;

       4. Selection of one or two adjusters;

       5. Examination of whether the meeting has been duly convened;

       6. Presentation of submitted annual report and auditor's report as well as, where applicable, consolidated report
           and group audit report;

       7. Decision on
           a. determining the income statement and balance sheet, as well as, where applicable, 
           the group income statement and consolidated balance sheet,

           b. dispositions regarding profit or loss according to the established balance sheet,

           c. discharge of liability for board members and managing director.

       8. Determining the number of board members and the number of auditors and deputy 
            auditors, to be appointed by the meeting;
 
      9. Determination of board and auditor fees;

    10. Election of board and auditor;

    11. Other matter, which arrives at the meeting according to the Swedish Companies Act or the articles of association.

 § 11. Fiscal year
The company's financial year must be a calendar year.

 § 12. Reconciliation clause
The company's shares must be registered in a reconciliation register in accordance with the Act (1998:1479) on securities centers and account management of financial instruments.

This is a translation of the original Swedish original, which prevails in case of discrepancies between this translation and the Swedish original.
 

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