Company release
The Annual General Meeting of
The meeting approved the financial statements for the financial year 2023 and discharged the members of the Board of Directors and the CEO from liability. In addition, the Annual General Meeting and made an advisory resolution to approve the 2023 remuneration report and the amended remuneration policy for the governing bodies of the company.
Payment of dividend
In accordance with the proposal of the Board of Directors, the Annual General Meeting resolved to pay an actual dividend of
The dividend will be paid in two instalments as follows:
An actual dividend of
Members of the Board of Directors and remuneration
The Annual General Meeting resolved that the Board of Directors will consist of six (6) members.
Auditor
The Annual General Meeting resolved that
Authorising the Board of Directors to decide on the repurchase of own shares
The Annual General Meeting resolved to authorize the Board of Directors to decide on the repurchase of company's own shares as follows:
The number of own shares to be repurchased on the basis of the authorisation shall not exceed 300,000 shares in total, which corresponds to approximately 7.6% of the current total number of the shares in the company. However, the company, together with its subsidiaries, may not own and/or pledge more than 10% of all shares in the company at any time. Own shares may only be repurchased on the basis of the authorisation by using the unrestricted equity of the company.
Own shares can be repurchased on the repurchase date at a price formed in multilateral trading or otherwise at a price formed in the market. Shares may also be repurchased outside public trading at a price that does not exceed the market price in public trading at the time of acquisition.
The Board of Directors decides how the shares are repurchased. Own shares may be repurchased other than in proportion to the shares held by the shareholders (directed repurchase) if there is a weighty financial reason for the company within the meaning of Chapter 15, Section 6 of the Companies Act.
Own shares may be repurchased for the purpose of developing the company's capital structure, for transfer for the purpose of financing or implementing possible acquisitions, investments or other arrangements relating to the company's business, for use in the company's incentive schemes or otherwise for further transfer, retention or annulment.
The authorisation annuls the authorisation given to the Board of Directors by the Annual General Meeting of
Authorising the Board of Directors to decide on the issuance of shares, option rights and other special rights entitling to shares
The Annual General Meeting resolved to authorize the Board of Directors to decide on the issuance of shares, option rights and other special rights entitling to shares referred to in Chapter 15, Section 6 of the Finnish Limited Liability Companies Act in one or more tranches as follows:
The number of shares to be issued on the basis of the authorisation shall not exceed 390,000 shares in total (including shares to be issued on the basis of special rights), which corresponds to approximately 9,9% of the current total number of the shares in the company.
The Board of Directors decides on all the conditions of the issuance of shares, option rights and special rights entitling to shares. The authorisation may be used to issue both new shares and shares held by the company. New shares may be issued, and shares held by the company may be transferred either against payment or free of charge. In the issue and transfer of shares, option rights and other special rights entitling to shares, the shareholders' pre-emptive subscription rights (directed issue) may be derogated from if there is a weighty economic reason from the company's point of view, such as the use of shares to develop the company's capital structure, to implement possible acquisitions, investments or other arrangements relating to the company's business or to implement the company's commitment and incentive schemes. The Board of Directors may also decide on a share issue free of charge to the company itself.
The authorisation annuls the authorisation given to the Board of Directors by the Annual General Meeting of
For further information, please contact:
CEO
tel. +358 40 502 1919
tel. +358 50 520 4098
www.fondia.com
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