Common provisions
Obligation to keep register
1 § In a corporation, there must be a register. Shareholders must include information about shares and shareholders, as provided in this Act. It shall be conducted for the
1. form the basis for the exercise of shareholders' rights against the company, and
2. give the Company, shareholders and other documentation to assess the ownership of the company.
Aktiebokens form
2 § Register of Shareholders shall be kept with automated processing. The company is not the record company may also be shareholders in a bound book or in a secure lösblads- or card system.
Archiving
3 § Register of Shareholders shall be retained as long as the company continues and at least ten years after its dissolution.
If the share register is maintained in the ordinary readable form, it shall be preserved in its original form. Moving company to bring the share register by using the automated processing, the old shareholders' register kept for at least ten years after the details of the company's shares were included in the new shareholders.
If the share register is maintained with automated processing, the data is removed from the share register kept for at least ten years. The data may be kept in plain readable form or any other form that can be read, listened to, or otherwise comprehended only by technical means.
4 § With regard to the processing of personal data in the share register kept by automated processing are contained in the Personal Data Act (1998:204). The company is a data controller for the processing of personal data by the implementation of the share register is. The record companies, it is, then a control register has been prepared, Instead, the central securities depository that is responsible for personal information.
The provisions of the Data Protection Act rectification and damages apply to the processing of personal data in the register of shareholders and at other processing of personal data under this Act.
Companies are not the record company
Stock Manual Contents
5 § In a company that is not the record company, the shareholders must indicate
1. varje actions number,
2. shareholders' names and numbers, corporate or other identifying number and address,
3. the nature of each share belongs, if there are several classes of shares in the company,
4. whether the share certificates have been issued, and
5. where appropriate, the shares subject to restrictions under 4 Chapter. 6, 8, 18 or 27 § or 20 Chapter. 31 §.
The shares shall be entered in numerical order.
6 § In the case referred to in 4 Chapter. 43 § be the shareholders and the rights holder entered in the share register with their names and social security number, corporate or other identifying number and address. In addition, the shareholders are recorded to the case where the right. Once it is established that the right has been changed or stopped, shall be noted.
If a good man because of an order under 11 Chapter. 3 § first paragraph 5 Parental Code manages shares for a prospective shareholder's behalf, those wishing to become owner of the notification by the Trustee entered in the share register as shareholders with a note on the appointment and the basis for this.
Include shares in an investment fund under the Act (2004:46) of investment funds, , the mutual fund company that manages the fund entered in the share register as shareholders instead of the unitholders. They will also fund designation recorded.
Responsibility for the share register
7 § The company is not the record company, the Board is responsible for the share register is maintained, preserved and made available under this Act.
The establishment of the share register
8 § Register of Shareholders shall be established as soon as all the founder members have signed the memorandum. Indication of the subscribed shares shall forthwith be entered in the share register.
If changes in the share register in connection with the increase and decrease of the share capital are provisions in 12 Chapter. 10 §, 13 Chapter. 18 §, 14 Chapter. 36 §, 15 Chapter. 37 § and 20 Chapter. 21 §.
Changes in the share register
9 § When someone shows up a share certificate and in accordance 6 Chapter. 8 § or otherwise supporting its acquisition, the Board or the Board of Directors has authorized immediately inserting him as a shareholder in the share register. If the last transfer of share certificate is drawn blank, the name of the transferee be released into a share certificate before he or she brought into the share register. On the share certificate shall be recorded that the shareholder has been entered in the share register a specific day.
If a shareholder or any other authorized person reports that a relationship that has been entered in the share register has changed other than that referred to in subparagraph, the amendment shall be immediately recorded.
Entries and entries in the share register shall be dated, unless the time of insertion, or entry shown in other available material.
Provisions for registration in the share register of notification of pre-emption and pre-emption are in 4 Chapter. 20-22, 31 and 32 §§.
Aktiebokens Freedom
10 § The company is not the record company, the share register kept available at the company for all who wish to access the. If the share register is maintained with automated processing, Company shall give any person who requests the opportunity to take part in the company of a current transcript or other current production of share register.
Avstämningsbolag
The contents of the share register
11 § In the record companies to share the book contain information about
1. shareholders' names and numbers, corporate or other identifying number and address,
2. the number of shares each shareholder holds,
3. the number of shares each shareholder holds of different classes of shares, if there are several classes of shares in the company, and
4. where appropriate, the shares subject to restrictions under 4 Chapter. 6 or 27 § or 20 Chapter. 31 §.
The provisions of 6 § also apply in respect of the record companies.
Responsibility for shareholders, etc..
12 § If a record subject included in the Articles of Association in conjunction with the company formed, be 7-9 § § apply until the company has been registered in the companies register and a control register has been prepared. Introduction of such an exception by amending the Articles of Association, be 7-9 § § apply until the reservation has been registered in the companies register and control register has been prepared.
When the record file has been, , the central securities depository
1. keep and maintain the share register,
2. consider matters concerning the introduction of the shareholders in the share register,
3. responsible for the share register, and
4. tune the share register.
The Board is responsible for the meeting an agreement with a central securities depository.
Insertion of the shareholders in the share register
13 § Those who have recorded as shareholders in a share account under the Act (1998:1479) on the accounting of financial instruments shall forthwith be entered in the share register, Unless otherwise provided in this Act.
Insertion of the managers in the share register
14 § Has a shareholder of a record company left its shares to another management, this (Trustee) on the shareholder mandate entered in the share register in place of the shareholder. However, this requires that the trustee
1. has obtained the consent of the central securities depository for registration as manager, and
2. meet the conditions required for the insertion of owners in the share register.
In the case referred to in the first subparagraph, the shareholders noted that the shares held on behalf of another. For the administrator entered in the share register the same information as 11 § shall be entered on the shareholders.
In law (1998:1479) on the accounting of financial instruments is provided for
1. consent under the first paragraph,
2. Manager's responsibilities, and
3. obligation for the company and the central securities depository to provide a compilation of information from managers of shareholders holding more than 500 förvaltarregistrerade shares.
Rösträttsregistrering
15 § If the owner of the nominee to attend a General Meeting, he or she shall at the request of the trustee temporarily entered in the share register. After the date referred to in 7 Chapter. 28 § the third paragraph, the shareholder shall be removed from the share register.
Transfer of data from older register
16 § Has there been a record day provision through an amendment to the Articles of Association and has a previously issued share certificates are not shown up as 4 Chapter. 6 § Law (1998:1479) on the accounting of financial instruments, get data on shares in the elderly share register be transferred to the share register kept by the central securities depository. In connection with the transfer shall provide that the share certificate has been presented. If information is not over, represent the older shareholders still register in respect of shares.
17 § An owner of a share for which the share certificates have been issued before the company became the record companies can not, in the case of subsequently approved dividend or issue, receive dividends, exercising preferential rights to subscribe for new shares, warrants or convertible bonds or, the bonus issue, get new stock, until
1. note on a share account has been under 4 Chapter. 6 § Law (1998:1479) on the accounting of financial instruments, and
2. shareholder has been entered in the share register kept by the central securities depository.
18 § If it has passed five years ago, the record day provision was registered and no one has been entered as owners or managers to share that is registered in the share register kept by the central securities depository, the company may ask shareholders to report to the CSD. It shall include a statement that the rights of the shares will be lost if no notification is made. The invitation shall be published in the Mail- and the Official Gazette and in the respective local newspapers as the Board determines.
If it has not received any notification within one year of the call, the company may sell shares through a securities firm. Payment for the shares to the company but the stock of previous owners have, on the share certificate is submitted, right to the company get the same amount less the cost of the call and sales. The submitted share certificate shall be destroyed.
Aktiebokens Freedom
19 § In a record company, a transcript or other record of the share register kept available at the company and of the central securities depository for all who wish to access the. In such a printing or production, shareholders and managers are in alphabetical order. Printing or manufacture may not be older than three months.
Everyone who requests it is entitled to the reimbursement of costs to obtain an accurate transcription of the share register, or part of it.
A shareholder shall not be included in a printing or production under this section, about his or her shareholding does not exceed 500 shares. If a shareholder owns shares of the Company, However, his or her shareholding always reported.