Legality

STATUTE OF:  NOBLE INVESTMENT CLUB

1. NAME
Noble Investment Club

2. OBECTIVES AND ACTIVITIES
The objective of association shall be to promote the financial interest of its members by meeting members’ needs for financing. The association shall offer loans to members and accept deposits from members and engaged in compatible activities pursuant to the Banking and Financing Business Act(2004:297). The association shall also administer movable property and real estate. The association shall comply with requirements that may be made on the by the Swedish financial supervisory authority, Finansinspektionen, and other agencies for the activities.

3. REGISTERED OFFICE OF THE ASSOCIATION
The association shall have its registered office in the Municipality (City) of Stockholm, County of Stockholm.

4. MEMBERSHIP
Applicants shall be accepted as members who may be assumed to abide the statues and decisions of the association and to contribute to realization of the objectives of the association. Members shall furthermore comply with the member profile, which means the member shall:

• be self-employed in need of international saving and loan services and/or
• intend to save or loan outside the country of residence, and
• be able to confirm their nationality with an identity card passport, and
• live in country that the association has accepted for membership application

5. UNDERTAKINGS BY MEMBERS
Members shall intend to make use of services of the association. Unless the general meeting of the association decides otherwise, it is incumbent onthe board to provide detailed instruction as to how this obligation is to be complied with. Members are furthermore obligated to comply with the statutes and decision of the association and rules and conditions described in the association’s guidelines for members. Members are furthermore obligated to pay the statutory contributions and fees decided upon by general meeting of the association and also otherwise comply with the statutes and decisions of the association.

6. CONTRIBUTION
A member shall participate in the association with a contribution of at least SEK 1,000 and at most SEK 10,000,000 for new member that was decided on by the last annual general meeting. The contribution is repaid only in the case specially provided for by Economic Association Act.

7. ANNUAL FEE
A member shall pay an annual membership fee to the association, which is determined by the annual general meeting of the association to an amount of utmost SEK 200. The membership fee paid in the way and within the period decided upon by the board.

8. EXPULSION
A member who breaches the statutes or works against its interests or objectives can be expelled from the association by the board. An expelled member can refer the matter of expulsion to the annual general meeting of the association by notifying this to the board within a month of the notification of expulsion being sent to the member.

9. RESIGNATION
Except in the cases provided for by the Economic Associations Act, resignation from the association takes place at the end of the financial year, which occurs after a month after the member gives notice of resignation, is expelled or after another circumstance that has led to resignation.

10. THE BOARD
The board shall consist of at least three and at most seven members, with at most four deputy members. Board members and deputy members are elected annually at the annual general meeting of the association for the period until the end of the following annual general meeting.

11. SIGNATORY POWER
In addition to the board of directors, any two jointly of the board members are entitled to sign for the association.

12. AUDITORS
One or two auditors are to be appointed at the annual general meeting for the period until the end of the annual general meeting in the following financial year. If the auditors have made a special qualification in their auditor’s report, the board shall produce a written explanation of the qualifications to the annual general meeting of the association.

13. FINANCIAL YEAR
The financial year of the association is from 1st January to 31st December.

14. ANNUAL REPORT
The board is to produce an annual report to the auditors at the latest a month prior to the annual general meeting. This consists of an income statement, a balance sheet and an administration report.

15. AGENDA AT THE ANNUAL GENERAL MEETING OF THE ASSOCIATION

The annual general meeting is to be held before the end of June.
The following items are to be dealt with at the annual general meeting:

1. Appointment of the chairman of the meeting and notification of the chairman of the meeting’s choice of persons to take the minutes.
2. Preparation and approval of the voting list.
3. Appointment of one or two persons to approve the minutes.
4. Examination of whether the meeting has been duly convened.
5. Approval of the agenda.
6. Presentation of the annual report and the audit report.
7. Decisions,

• concerning adoption of the income statement and balance sheet,
• concerning allocation of the profit or loss in accordance with the
• adopted balance sheet, concerning discharge from liability for board members.

8. Determination of board members’ and auditors’ fees.
9. Election of the board and, when appropriate, auditor and any deputy auditors.
10. Appointment of a nominations committee.
11. Setting of a membership fee.
12. Any other business to be dealt with at the meeting pursuant to the Swedish Companies Act or the articles of association.

16. NOTIFICATIONS AND OTHER COMMUNICATIONS
The board gives notice of meetings of the association. Notice of meetings of the association shall contain information on the matters to be considered. Notice of the meeting shall be given at the earliest four and at the latest two weeks before an annual general meeting, and at the latest one week before an extraordinary meeting.

Notice of the meeting, and other messages, is to be sent by personal delivery or letter by post. When a notice has been given of a meeting, the board shall immediately notify the auditors of this by letter.

17. DISTRIBUTION OF PROFIT
non-restricted equity according to the adopted balanced sheet is, after the prescribed allocation to statutory reserves has been made, to be carried forward or funded in accordance with the decision of the annual general meeting of the association.

18. DISSOLUTION OF THE ASSOCIATION
In the event of dissolution of the association, the assets are to be distributed among the members in proportion to the membership contribution paid.