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    NESTE   FI0009013296

NESTE OYJ

(NESTE)
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Neste Oyj : Invitation to the Annual General Meeting

02/05/2021 | 02:01am EDT

Neste Corporation, Stock Exchange Release, 5 February 2021, 09:00 a.m. (EET)

The Annual General Meeting (the "AGM") of Neste Corporation (the "Company") will be held on Tuesday, 30 March 2021 at 2 pm EET. The AGM will be held under special arrangements without shareholders' or their proxy representatives' presence at Company's headquarters at the address Keilaranta 21, 02150 Espoo.

The Board of Directors of the Company has resolved on an exceptional meeting procedure based on the temporary legislation approved by the Finnish Parliament on 15 September 2020 (the "Temporary Act"). In order to limit the spread of the Covid-19 pandemic, the AGM will be held without shareholders' or their proxy representatives' presence at the AGM venue. This is necessary in order to organize the AGM in a predictable way while taking into account the health and safety of the Company's shareholders, personnel and other stakeholders.

Shareholders and their proxy representatives can participate in the AGM and exercise their shareholder rights only by voting in advance and by making counterproposals and presenting questions in advance in accordance with this notice and the Company's other instructions. It is not possible to participate in the AGM at the AGM venue. Shareholders can, however, follow the AGM on the Company's web site www.neste.com/agm. Shareholders following the AGM in this way are not considered to participate in the AGM. Instructions for shareholders are presented in this notice under section C "Instructions for the participants in the AGM".

A. Matters to be handled and the agenda

The following matters will be discussed and decided at the AGM:

  1. Opening of the meeting
     
  2. Calling the meeting to order
Jukka Laitasalo, Attorney-at-Law, will act as the Chairman. If Jukka Laitasalo is not able to act as Chairman due to a weighty reason, the Board of Directors will appoint a person it deems most suitable to act as Chairman. The Chairman may appoint a secretary for the AGM.
  1. Election of the examiner of the minutes and the supervisor for counting votes

Christian Ståhlberg, General Counsel, will act as the examiner of the minutes and supervisor for the counting of votes. If Christian Ståhlberg is unable to act as the examiner of the minutes and supervisor for the counting of votes due to a weighty reason, the Board of Directors will appoint a person it deems most suitable to act as the examiner of the minutes and supervisor the counting of votes.

  1. Establishing the legality of the meeting
     

  2. Recording the attendance at the meeting and the voting list

Shareholders who have voted in advance within the advance voting period and have the right to attend the AGM under Chapter 5, Sections 6 and 6a of the Finnish Companies Act will be deemed to have participated at the AGM. The list of votes will be adopted based on information provided by Euroclear Finland Ltd.

  1. Presentation of the Financial Statements for 2020, including also the Consolidated Financial Statements, the Review by the Board of Directors, and the Auditor's Report

- Review by the President & CEO

The Company's annual report, which includes the Company's Financial Statements, Consolidated Financial Statements and the Review of the Board of Directors as well as the Auditor's Report and which is available on the Company's web site no later than three weeks prior to the AGM, will be deemed to have been presented to the AGM here.

  1. Adoption of the Financial Statements, including also the adoption of the Consolidated Financial Statements

  2. Use of the profit shown in the Balance Sheet and deciding on the payment of dividend

The Board of Directors proposes to the AGM that a dividend of EUR 0.80 per share be paid on the basis of the approved balance sheet for 2020. The dividend shall be paid in two instalments.

The first instalment of dividend, EUR 0.40 per share, will be paid to a shareholder registered in the shareholders' register of the Company maintained by Euroclear Finland Ltd on the record date for the first dividend instalment, which shall be Thursday, 1 April 2021. The Board proposes to the AGM that the first dividend instalment would be paid on Monday, 12 April 2021.

The second instalment of dividend, EUR 0.40 per share, will be paid to a shareholder registered in the shareholders' register of the Company maintained by Euroclear Finland Ltd on the record date for the second dividend instalment, which shall be Tuesday, 5 October 2021. The Board proposes to the AGM that the second dividend instalment would be paid on Tuesday, 12 October 2021.

The Board of Directors is authorized to set a new dividend record date and payment date for the second instalment of the dividend, in case the rules and regulations on the Finnish book-entry system would be changed, or otherwise so require.

  1. Discharging the members of the Board of Directors and the President and CEO from liability
     

  2. Remuneration Report

The Board of Directors proposes that the Remuneration Report for the Company's governing bodies for 2020 be approved. The resolution is advisory in accordance with the Finnish Companies Act.

The Remuneration Report is available on the Company's web site www.neste.com/agm on 9 March 2021 at the latest.

  1. Deciding the remuneration of the members of the Board of Directors

The Nomination Board shall, according to its Charter, decide unanimously on its proposals to the AGM. The Nomination Board did not reach unanimity concerning the Board remuneration to be paid for the next term of office, nor did it, consequently, make any proposal concerning Board remuneration. The Chair of the Nomination Board has notified the Nomination Board and the Company that the State of Finland will, at the AGM, propose that the Board remuneration shall not be increased for the next term of office due to the prevailing exceptional circumstances.

The remuneration currently paid to the Board of Directors is as follows:

  • Chair: EUR 67,900 per annum

  • Vice Chair: EUR 49,600 per annum
  • Member: EUR 35,700 per annum
  • Chair of Audit Committee: EUR 49,600 per annum if he or she does not simultaneously act as Chair or Vice Chair of the Board.

In addition to the annual fee, members of the Board of Directors receive a meeting fee of EUR 600 for each meeting held in the member's home country and EUR 1,200 for each meeting held in another country, plus compensation for expenses pertaining to the Company's travel guidelines. The meeting fee for telephone meetings is paid according to the fee payable for meetings held in each member's home country.

  1. Deciding the number of members of the Board of Directors

The Nomination Board proposes that the Board of Directors shall have nine members. The proposal is conditional upon the approval of the AGM of a proposal for amending the Articles of Association to the effect that the maximum number of Board members is increased from eight to ten.

  1. Election of the Chair, the Vice Chair, and the members of the Board of Directors

The Nomination Board proposes that Mr. Matti Kähkönen shall be re-elected as the Chair of the Board of Directors. In addition, the current members of the Board, Ms. Sonat Burman-Olsson, Mr. Nick Elmslie, Ms. Martina Flöel, Mr. Jean-Baptiste Renard, Mr. Jari Rosendal, Ms. Johanna Söderström and Mr. Marco Wirén are proposed to be re-elected for a further term of office. The Nomination Board proposes that Mr. Wirén shall be re-elected as the Vice Chair of the Board.

Further, the Nomination Board proposes that Mr. John Abbott shall be elected as a new member. The proposal is conditional upon the approval of the AGM of a proposal for amending the Articles of Association to the effect that the maximum number of Board members is increased from eight to ten.

All of those concerned have given their consent to serving on the Board and are considered to be independent of the Company and its major shareholders. Relevant information on all those proposed for Board service can be found at www.neste.com.

  1. Deciding the remuneration of the Auditor

The Board proposes, on the recommendation of the Audit Committee, to the AGM that the Auditor's fee shall be paid as invoiced and approved by the Company.

  1. Election of the Auditor

The Board proposes, on the recommendation of the Audit Committee, that the AGM would elect KPMG Oy Ab, Authorized Public Accountants, as the Company's Auditor. KPMG Oy Ab has announced that it will appoint Mrs. Virpi Halonen, Authorized Public Accountant, as the principally responsible auditor. The Auditor's term of office shall end at the closure of the next AGM.

The recommendation of the Board's Audit Committee is based on the competitive procurement process of the Company's audit. As a result of the competitive procurement process, the Company received offers from three authorized public accountant organizations all of which were interviewed by the Audit Committee. According to the evaluation of the Audit Committee, out of the tenderers KPMG Oy Ab best fulfils the selection criteria that had been determined in advance in the invitation to tender.

  1. Authorizing the Board of Directors to decide the buyback of Company shares

The Board proposes that the AGM should authorize the Board to purchase Company shares ('Buyback authorization') under the following terms:

Under this buyback authorization, the Board shall be authorized to decide the purchase of and/or take as security a maximum of 23,000,000 Company shares using the Company's unrestricted equity. The number of shares shall be equivalent to approximately 2.99% of the Company's total shares.

Shares may be purchased in one or more lots. The purchase price shall be at least the lowest price paid for Company shares in regulated trading at the time of purchase and no more than the highest price paid for Company shares in regulated trading at the time of purchase. In connection with the buyback of Company shares, derivative, share lending, or other agreements that are normal within the framework of capital markets may take place in accordance with legislative and regulatory requirements and at a price determined by the market. The authorization shall allow the Board to decide to purchase shares otherwise than in proportion to shareholders' current holdings (directed buyback).

Shares so purchased can be used as consideration in possible acquisitions or in other arrangements that are part of the Company's business, to finance investments, as part of the Company's incentive program, or be retained, conveyed, or cancelled by the Company.

The Board of Directors shall decide the other terms related to the buyback of Company shares. The buyback authorization shall remain in force for eighteen (18) months from the decision taken by the AGM. The authorization is proposed to revoke the buyback authorization granted to the Board of Directors by the AGM on 18 May 2020.

  1. Amendments to the Articles of Association

The Board of Directors has received a request from the Shareholders' Nomination Board that the Board of Directors would propose to the AGM that the Articles of Association would be amended to the effect that the maximum number of Board members is increased from eight to ten. In addition, the Board of Directors has considered that there is a need for updating certain provisions of the Articles of Association to reflect changes in legislation and market practices. On the abovementioned grounds, the Board of Directors proposes that the AGM would resolve to amend the Company's Articles of Association as follows:

Article 4 concerning the Board of Directors would be amended so that the maximum number of the members of the Board of Directors would be increased from current eight (8) to ten (10) members. Following the amendment and as Article 4 would otherwise remain unchanged, the first paragraph of Article 4 would in its entirety read as follows:

"The Company has a Board of Directors, consisting of at least five (5) and no more than ten (10) members."

Article 9 concerning the Auditors would be amended so that it would correspond to the terminology in the existing legislation on auditing as regards wording. Following the amendment and as Article 9 would otherwise remain unchanged, the first paragraph of Article 9 would in its entirety read as follows:

"One Authorized Public Accountants Organization shall be elected as the Company's auditor. The auditor shall designate an Authorized Public Accountant having principal responsibility."

The last sentence of the first paragraph of Article 10 concerning the notice to the General Meeting of Shareholders would be amended so that information about the time and location of the General Meeting as well as the address of the Company's web site may be published in one or more newspapers if the Board of Directors so decides. As a result of the proposed amendment, it would not be necessary to publish the abovementioned information in one or more newspapers (nor within the same period of time with the AGM notice), but the power of decision in the matter would be vested in the Board of Directors.

Following the amendment and as Article 10 would otherwise remain unchanged, the first paragraph of Article 10 would in its entirety read as follows:

"Notices convening a General Meeting of Shareholders are issued by the Board of Directors. Notices shall be delivered by publishing them on the Company's website no earlier than two (2) months and no later than three (3) weeks prior to a meeting and at least nine (9) days prior to the record date set for the meeting. In addition, the Company may, if the Board of Directors decides so, publish details on the date and time and location of the meeting, together with the address of the Company's website, in one or more newspapers."

Due to changes in legislation, the second paragraph of Article 11 concerning Annual General Meeting of Shareholders would be amended so that, in addition to the matters to be resolved on in the Annual General Meeting of Shareholders in accordance with the second paragraph of Article 11 of the current Articles of Association, the Annual General Meeting shall, if necessary, resolve on approval of the remuneration policy (a new subsection 6 of the amended second paragraph of Article 11) and approval of the remuneration report (a new subsection 7 of the amended second paragraph of Article 11). Further, following the abovementioned amendments, the numbering of the current subsections 6-9 of the second paragraph of Article 11 would be amended so that these subsections would be subsections 8-11 of the second paragraph of Article 11 going forward. Following the amendments and as Article 11 would otherwise remain unchanged, the second paragraph of Article 11 would in its entirety read as follows:"

The following shall be presented at the Annual General Meeting of Shareholders:
1. the Financial Statements, which also include the Consolidated Financial Statements, and the Review by the Board of Directors;
2. The Auditor's Report;

The following matters resolved:
3. the adoption of the Financial Statements, including also the adoption of the Consolidated Financial Statements;
4. the distribution of the profit shown in the Balance Sheet;
5. discharging the members of the Board of Directors, and the President and CEO from liability;
6. if necessary, the approval of the Remuneration Policy;
7. the approval of the Remuneration Report;
8. the remuneration to be paid to the members of the Board of Directors, and the auditor;
9. the number of members of the Board of Directors;

And the following persons elected:
10. the Chairman, Vice Chairman, and the members of the Board of Directors; and
11. the Auditor." 

  1. Closing of the meeting

B. AGM documents

The proposals included in the agenda of the AGM, together with this invitation, shall be available at Neste Corporation's web site www.neste.com/agm. Neste Corporation's Annual Report, including the Company's Financial Statements, the Review by the Board of Directors, and the Auditor's Report, as well as Remuneration Report shall be available at the same site on 9 March 2021 at the latest. Copies of the documentation referred to above will be sent on request to shareholders. The minutes of the AGM will be available at the web site referred to above from 13 April 2021 onwards.

C. Instructions for the participants in the AGM

In order to limit the spread of the Covid-19 pandemic, the AGM will be arranged so that shareholders or their proxy representatives may not arrive at the AGM venue. Shareholders and their proxy representatives can participate in the AGM and exercise their rights only by voting in advance and making counterproposals and presenting questions in advance considering the limitations set out in the Temporary Act.

A shareholder or a proxy representative may not participate in the AGM by means of real-time telecommunications either, but shareholders may follow the AGM on the Company's web site www.neste.com/agm. Shareholders following the AGM in this way are not considered to participate in the AGM.

  1. Right to participate of a shareholder registered in the shareholders' register

Each shareholder, who is registered on 18 March 2021 in the shareholders' register of the Company held by Euroclear Finland Ltd, has the right to participate in the AGM. A shareholder, whose shares are registered on his/her personal Finnish book-entry account, is registered in the shareholders' register of the Company.

  1. Notice of participation of a shareholder registered in the shareholders' register and voting in advance

Registration for the AGM and advance voting begin at 9.00 am EET on 18 February 2021, when the deadline for delivering counterproposals has expired and the Company has published the possible counterproposals to be put to a vote on the Company's web site. A shareholder entered in the Company's shareholder register, who wishes to participate in the AGM, must register for the AGM and deliver his/her votes in advance by 4.00 pm EET on 23 March 2021 at the latest, by which time the notice of participation and the votes must be received.

Shareholders with a Finnish book-entry account can register and vote in advance on certain items on the agenda of the AGM during the period 9.00 am EET on 18 February 2021 - 4.00 pm EET on 23 March 2021 by the following manners:

a) Via the Company's web site www.neste.com/agm

Registering and voting in advance requires strong electronic identification (online banking codes or Mobile ID) for natural persons and business ID and the shareholder's book-entry account number for legal persons.

b) By regular mail or e-mail

A shareholder voting in advance by regular mail or e-mail must deliver an advance voting form available on the Company's web site www.neste.com/agm to Euroclear Finland Oy by regular mail to Euroclear Finland Ltd, Yhtiökokous / Neste Corporation, P.O. Box 1110, FI-00101 Helsinki, Finland or by e-mail to yhtiokokous@euroclear.eu.

If a shareholder participates in the AGM by delivering votes in advance by regular mail or e-mail to Euroclear Finland Ltd, the delivery of the votes before the deadline for delivering the notice of participation and the votes has expired shall constitute a registration for the AGM provided that information required for registration set out in the advance voting form is provided.

A shareholder must in connection with the registration submit the requested information, such as the shareholder's identification and contact details. Personal data disclosed in connection with the shareholders' registration will be used only in connection with the AGM and the thereto related necessary handling of registrations.

Instructions regarding the voting are available to all shareholders on the Company's web site www.neste.com/agm. Additional information is also available by telephone at +358 20 770 6862.

  1. Proxy representative and powers of attorney 

A shareholder is entitled to participate and make use of his or her rights as a shareholder at the AGM by proxy.

A person holding a shareholder's proxy should be in possession of a dated proxy document or otherwise be able to show in a reliable manner that he or she is entitled to act in this capacity on behalf of a shareholder. In the event that a shareholder is represented by more than one proxy representative representing shares held in different securities accounts, each proxy representative should state which shares he or she represents when registering to attend the AGM.

A template for a proxy document and voting instructions are available on the Company's web site www.neste.com/agm as of 18 February 2021 at the latest when the deadline for delivering counterproposals to be put to a vote has expired and when the Company has published possible counterproposals to be put to a vote on the Company's web site.

A shareholder, who will not vote in advance himself/herself, may without any cost for the shareholder use the Company's proxy authorization service and authorize Veli Siitonen, Attorney-at-Law at Merilampi Attorneys Ltd., or another of the Company independent Attorney-at-Law appointed by him to act as a proxy representative and exercise the shareholder's voting rights at the AGM in accordance with the voting instructions given by the shareholder. A signed proxy document including an advance voting form must be delivered to Veli Siitonen, Attorney-at-Law, by regular mail or e-mail (contact details below) before the end of the registration and advance voting period, by which time the documents must be received.

Further information on the designated proxy representative is available on the web site https://www.merilampi.com/ihmiset/specialist-counsels/veli-siitonen and his contact details are: postal address: Merilampi Attorneys Ltd., Veli Siitonen, Keskuskatu 7, FI-00100 Helsinki, Finland e-mail: veli.siitonen@merilampi.com.

A shareholder may participate in the AGM and exercise his/her rights thereat also by appointing another proxy representative of his/her choice. A proxy representative appointed by a shareholder must also vote in advance by regular mail or e-mail in the herein described manner (a proxy representative cannot vote in the electronic advance voting system). A proxy representative must deliver a proxy document given to him/her including an advance voting form or corresponding information by regular mail to Euroclear Finland Ltd, Yhtiökokous / Neste Corporation, P.O. Box 1110, FI-00101 Helsinki, Finland or by e-mail to yhtiokokous@euroclear.eu before the end of the registration and advance voting period, by which time the documents or corresponding information must be received. Delivery of a proxy document to Euroclear Finland Ltd before the expiration of the registration period constitutes due registration for the AGM.

  1. Shareholders with nominee-registered holdings

Shareholders with nominee-registered holdings are entitled to attend the AGM on the basis of shares held on the record date, i.e. 18 March 2021, that would entitle them to be included in the shareholders' register maintained by Euroclear Finland Ltd. Attendance also requires that these shareholders are included temporarily in the shareholders' register maintained by Euroclear Finland Ltd. by 10.00 am EET on 25 March 2021 at the latest. This is considered as registering a shareholder with nominee-registered holdings to attend the AGM.

Shareholders with nominee-registered holdings are encouraged to request their custodian bank for the necessary instructions concerning temporary registration with the shareholders' register, issuing proxy documents, and registration for the AGM in good time. The account manager of the custodian bank must register a shareholder with nominee-registered holdings temporarily into the shareholders' register of the Company at the latest by the time stated above and arrange voting on behalf of a shareholder with nominee-registered holdings.

  1. Making counterproposals to the proposed resolutions and presenting questions in advance

Shareholders holding at least one hundredth of all shares in the Company within the meaning of the Temporary Act have a right to make a counterproposal to the proposed resolutions on the agenda of the AGM, which will be put to a vote. Such counterproposals must be delivered to the Company by e-mail to agm@neste.com by no later than at 4.00 pm EET on 12 February 2021. Shareholders making a counterproposal must in connection with delivering the counterproposal present evidence of their shareholdings. A counterproposal will be considered at the AGM provided that the shareholder has the right to participate in the AGM, he/she has registered for AGM and that the shareholder holds shares corresponding to at least one hundredth of all shares in the Company on the record date of the AGM. If the counterproposal is not taken up for consideration at the AGM, the votes given in favour of the counterproposal will not be taken into account. The Company will publish possible counterproposals to be put to a vote on the Company's web site www.neste.com/agm by no later than 17 February 2021.

A shareholder may present questions with respect to the matters to be considered at the AGM, as referred to in Chapter 5, Section 25 of the Finnish Companies Act, until 11 March 2021 by e-mail to agm@neste.com. Such questions by shareholders, the Company's responses to such questions as well as other counterproposals than those put to a vote are available on the Company's web site www.neste.com/agm by no later than 19 March 2021. As a prerequisite for presenting questions, a shareholder must present evidence to the Company of his/her shareholding upon request.

  1. Other instructions and information

The total number of shares in Neste Corporation on the date of this invitation is 769,211,058, representing an equivalent number of votes.

Changes in shareholding after the record date of the AGM do not affect the right to participate in the AGM or the number of voting rights held in the AGM.

Espoo, 4 February 2021

Neste Corporation
Board of Directors

Neste in brief

Neste (NESTE, Nasdaq Helsinki) creates solutions for combating climate change and accelerating a shift to a circular economy. We refine waste, residues and innovative raw materials into renewable fuels and sustainable feedstock for plastics and other materials. We are the world's leading producer of renewable diesel and sustainable aviation fuel, developing chemical recycling to combat the plastic waste challenge. We aim at helping customers to reduce greenhouse gas emissions with our renewable and circular solutions by at least 20 million tons annually by 2030. As a technologically advanced refiner of high-quality oil products with a commitment to reach carbon-neutral production by 2035, we are also introducing renewable and recycled raw materials such as waste plastic as refinery raw materials. We have consistently been included in the Dow Jones Sustainability Indices and the Global 100 list of the world's most sustainable companies. In 2019, Neste's revenue stood at EUR 15.8 billion, with 82% of the company's comparable operating profit coming from renewable products. Read more: neste.com

https://news.cision.com/neste/r/invitation-to-the-annual-general-meeting,c3279853

(c) 2021 Cision. All rights reserved., source Press Releases - English

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Financials
Sales 2021 12 812 M 15 254 M 15 254 M
Net income 2021 1 240 M 1 476 M 1 476 M
Net Debt 2021 177 M 211 M 211 M
P/E ratio 2021 33,1x
Yield 2021 1,51%
Capitalization 40 533 M 48 294 M 48 259 M
EV / Sales 2021 3,18x
EV / Sales 2022 2,90x
Nbr of Employees 4 780
Free-Float 53,6%
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Mean consensus HOLD
Number of Analysts 21
Average target price 55,88 €
Last Close Price 52,78 €
Spread / Highest target 42,1%
Spread / Average Target 5,88%
Spread / Lowest Target -31,8%
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Managers and Directors
NameTitle
Peter Vanacker President & Chief Executive Officer
Jyrki Mikael Mäki-Kala CFO, Head-Information Technology & Strategy
Matti Kähkönen Chairman
Lars Peter Lindfors Senior Vice President-Innovation
Willem Jan Antoon Schoeber Independent Non-Executive Director
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