The General Meeting of shareholders is the highest decision-making body of the company. The company’s Board of Directors convenes the General Meeting annually within six months of the end of the financial period.
As stipulated in the Articles of Association, the Annual General Meeting (AGM) decides on the adoption of the financial statements, the use of profits shown on the balance sheet, the granting of release from liability to the members of the Board of Directors and the President and CEO, the number of members of the Board of Directors, as well as the remuneration of the members of the Board of Directors and the auditor/s. The Annual General Meeting also elects the members of the Board and the auditor, and resolves any other matters included in the notice of the meeting. The Shareholders’ meeting also has the right to amend the Articles of Association, and make decisions and authorise the Board of Directors to make decisions on the acquisition of treasury shares, on share issues and on option programmes.
An Extraordinary General Meeting can be convened to discuss a necessary issue, or when the Board finds it needed or legislation otherwise stipulates it has to be held. A General Meeting of shareholders must also be convened if requested in writing by the company’s auditor or a group of shareholders whose total number of shares constitutes at least one-tenth of the number of shares issued by the company that are not in the company’s possession.
Shareholders have the right to have matters falling within the competence of the general meeting by virtue of the Companies Act included in the general meeting agenda, provided they demand, in writing, the Board of Directors to do so early enough that the item can be included in the notice of meeting.
Notice of the General Meeting is published as a company announcement and on the company´s website. This notice includes the agenda for the meeting, proposals made by the Board and the Board Committees to the meeting and instructions regarding registration and attendance. Shareholders have the right to attend the Shareholders’ meeting if they have been entered into the register of shareholders at least eight working days before the meeting. The Board may decide that the shareholders have to declare to the company their intention to attend in the manner specified in the notice. Holders of nominee-registered shares can also attend the Shareholders’ meeting by registering themselves in the register of shareholders on a temporary basis.
A shareholder can attend the Shareholders’ meeting either in person, or via a representative. In the shareholders´ meeting all shareholders have the right to raise questions and suggest decisions for consideration by the meeting.
Meriaura Group has one share class and each share carries one vote.
Besides the company’s domicile Turku, general meetings may held in the City of Helsinki, Finland or the City of Stockholm, Sweden.