Articles of Association

Elenia Oy

1 § The trade name of the company is Elenia Oy and its domicile is Tampere.

2 § The line of business of the company is to engage, either directly or through its subsidiary or associate companies, in the production, transmission, distribution and trade of heat and electricity, installation of fuel, electrical accessories and electrical equipment as well as other business activities related to energy supply and the ownership of immovable assets, hydroelectric power and power plant participations and rights of use, shares and other securities.

3 § The Board of Directors of the company shall comprise a minimum of three and a maximum of twelve ordinary members. The members of the Board of Directors shall be appointed until further notice.

4 § The company may have a Managing Director appointed by the Board of Directors.

5 § The company may be signed for severally by the Chairman of the Board of Directors and the Managing Director, or jointly by any two members of the Board of Directors, as well as by persons authorized to do so by the Board of Directors. In addition, the Board of Directors may authorize one or more persons to sign the company name by virtue of procuration rights.

6 § The company shall have one regular auditor who must be an auditor approved by the Central Chamber of Commerce. The auditor is elected for a term that ends at the close of the next annual general meeting of shareholders following the election.

7 § The Annual General Meeting of Shareholders of the company shall be held each year within six months of the end of the financial period.

8 § The invitation to a General Meeting of Shareholders shall be delivered to the shareholders by post to an address given by the shareholders to the Board of Directors at the earliest two months and at the latest one week prior to the meeting.

9 § In the Annual General Meeting of Shareholders it shall be resolved on:

1) adoption of the financial statements;

2) the use of the profit shown on the balance sheet; and

3) granting of discharge from liability to the members of the Board of Directors and the Managing Director.

In addition, any other matters referred to in the invitation to the meeting shall be considered at the Annual General Meeting.
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