The Annual General Meeting of
Use of the profit shown on the balance sheet and distribution of dividend
The Annual General Meeting decided, in accordance with the proposal of the Board of Directors, that a total dividend of
The dividend will be paid in two instalments as follows:
- The first dividend instalment of
EUR 0.15 per share will be paid to shareholders who are entered in the shareholders' register of the Company maintained byEuroclear Finland Oy on the record date of the first dividend instalment28 March 2024 . The first dividend instalment will be paid on8 April 2024 .
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The second dividend instalment of
EUR 0.15 per share will be paid to shareholders who are entered in the shareholders' register of the Company maintained byEuroclear Finland Oy on the record date of the second dividend instalment9 October 2024 . The second dividend instalment will be paid on16 October 2024 . The Annual General Meeting authorized the Board of Directors to resolve, if necessary, on a new record date and date of payment for the second dividend instalment should the rules ofEuroclear Finland Oy or statutes applicable to the Finnish book-entry system change or otherwise so require.
Election and remuneration of the members of the Board of Directors
The number of members of the Board of Directors was confirmed to be seven (7).
The Annual General Meeting resolved that the members of the Board of Directors shall be paid annual remuneration as follows:
Additionally, the following attendance fees shall be paid for each Board and Committee meeting:
The annual remuneration of the Board will be paid as a combination of Company shares and cash in such a manner that 40% of the annual remuneration is paid in the Company's shares, which will be purchased from the market on behalf of the members of the Board of Directors at a price determined in public trading, and 60% is paid in cash. The Company will reimburse the transaction costs and transfer tax in connection with the purchase of the remuneration shares. The shares will be purchased within a period of two weeks beginning from the date following the publication of the quarterly result for the period 1 July -
Election and remuneration of the auditor
Election and remuneration of the sustainability reporting assurance provider
Authorizing the Board of Directors to decide on the repurchase and/or on the acceptance as pledge of the Company's own shares
As proposed by the Board of Directors, the Annual General Meeting resolved to authorize the Board of Directors to decide on the repurchase and/or on the acceptance as pledge of the Company's own shares as follows.
The number of own shares to be repurchased shall not exceed 12,703,653 shares, which corresponds to approximately 10 per cent of all shares in the Company. Only the unrestricted equity of the Company can be used to repurchase own shares on the basis of the authorization.
Own shares can be repurchased at a price formed in public trading on the date of the repurchase or otherwise at a price formed on the market.
The Board of Directors decides how own shares will be repurchased and/or accepted as pledge. Shares can be repurchased using, inter alia, derivatives. Own shares can also be repurchased otherwise than in proportion to the shareholdings of the existing shareholders (directed repurchase). The authorization is effective until the end of the next Annual General Meeting, however no longer than until
Authorizing the Board of Directors to decide on the issuance of shares and special rights entitling to shares
As proposed by the Board of Directors, the Annual General Meeting resolved to authorize the Board of Directors to decide on the issuance of shares and the issuance of special rights entitling to shares referred to in Chapter 10, Section 1 of the Companies Act as follows.
The number of shares to be issued under the authorization shall not exceed 12,703,653 shares, which corresponds to approximately 10 per cent of all shares in the Company. The shares issued under the authorization may be new shares or treasury shares held by the Company.
The Board of Directors decides on all the conditions of the issuance of shares and of special rights entitling to shares. The issuance of shares and of special rights entitling to shares may be carried out in deviation from the shareholders' pre-emptive rights (directed issue). The authorization is effective until the end of the next Annual General Meeting, however no longer than until
Authorizing the Board of Directors to resolve on donations for charitable purposes
As proposed by the Board of Directors, the Annual General Meeting resolved to authorize the Board of Directors to decide on donations in a total maximum of
Minutes of the Annual General Meeting
The minutes of the Annual General Meeting will be available on the Company's website as of
Distribution:
Main media
www.terveystalo.com
Terveystalo in brief
Terveystalo is the largest private healthcare service provider in
In 2023, Terveystalo had approximately 1.2 million individual customers in
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