ALISA BANK PLC STOCK EXCHANGE RELEASE
The Annual General Meeting decided, in accordance with the Board's proposal, that no dividend will be paid for the financial year 2023.
The Annual General Meeting approved the remuneration report of the company's bodies for 2023.
The Board of Directors and the Auditor
A total of six (6) members were confirmed as the number of members of the Board of Directors.
The auditing firm
Remuneration for the Members of the Board
Regarding the remuneration of the Board, the General Meeting decided that the fixed monthly fee of the Board Members is determined as an annual remuneration and paid once a year:
Approximately 40 percent of the annual fees will be paid in
The shares will be acquired directly on behalf of the Board Members within two weeks after the company's 2024 half-year report is announced. The transfer of the company's own shares or the issuance of new shares takes place as soon as possible after the reward has been converted into shares. If the acquisition, transfer or giving of the shares cannot be carried out at the aforementioned time due to legal or other regulatory restrictions or for another reason related to the company or the Board Member, the shares will be acquired, transferred or given later or the annual remuneration will be paid in full in cash.
Authorisation of the Board of Directors to decide on acquisition of own shares
It was resolved, in accordance with the proposal of the Board of Directors, that the Board of Directors is authorised to decide on the acquisition of a maximum of 4 416 609 own shares in one or more installments with the company's free equity capital. The number of shares corresponds to approximately 5 percent of the Company's shares. The shares are acquired in a public trading organized by
Authorisation of the Board to decide on issuing shares and option rights and other special rights entitling to shares
It was resolved, in accordance with the proposal of the Board of Directors, that the Board of Directors is authorised to decide on the issue of shares and the issue of special rights entitling to shares referred to in Chapter 10, Section 1 of the Limited Liability Companies Act in one or more installments, either against payment or without payment. The number of shares to be issued, including shares obtained based on special rights, can be a maximum of 4 416 609 shares in total. The Board can decide to issue either new shares or transfer any of its own shares that may be in the company's possession.
The maximum amount of authorization corresponds to about 5 % of all the company's shares, based on the situation on the day of the meeting notice. The authorisation entitles the Board to decide on all conditions for issuing shares and granting special rights entitling to shares, including the right to deviate from the shareholders' preemptive right. The authorisation is to be used, for example, to pay the purchase prices of business transactions, to pay the incentive fee according to the incentive system for key personnel, or for other purposes decided by the Board. The authorisation also includes the right to decide whether the subscription price of the share will be fully or partially entered into the invested unrestricted equity fund or as a share capital increase. The authorisation is to be valid until the end of the next Annual General Meeting, but no later than
Further information
https://news.cision.com/alisa-pankki-oyj/r/decisions-of-the-annual-general-meeting-of-alisa-bank-plc-on-20-march-2024,c3948311
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