General Meeting

The Annual General Meeting of shareholders is the highest decision-making body in Technopolis.

The Annual General Meeting of Technopolis Plc is held every year by the end of May. Extraordinary general meetings are held when they are called by the Board of Directors if deemed necessary for decision-making purposes, or to address a specific issue if shareholders holding at least 10 per cent of the shares in the company so demand in writing. It is the company’s Board of Directors that makes a decision on convening a general meeting.

The matters to be dealt with at the Annual General Meeting are laid down in the Limited Liability Companies Act and the company’s Articles of Association. They include confirming the financial statements, resolutions on the use of the profits of the financial period and dividend payouts, discharging the members of the company’s Board of Directors and the CEO from liability, election of the Board members and auditors and resolutions on their fees.

Calling and arranging the Annual General Meeting is done in compliance with the provisions of the Limited Liability Companies Act and the recommendations of the Finnish Corporate Governance Code.

Technopolis publishes the notice of an Annual General Meeting of shareholders no earlier than three months and no less than three weeks before the meeting on the company’s website or in the Helsingin Sanomat and Kaleva newspapers. Additionally, the notice of an Annual General Meeting of shareholders is published as a stock exchange release after the Board has decided on the convening of the general meeting.

The Annual General Meeting agenda, decision-making proposals and meeting documents are available on our website at least three weeks prior to the meeting.

Participation in the Annual General Meeting requires that the shareholder is registered in Technopolis’s shareholder register on the record date of the meeting and that they register for the meeting by the date mentioned in the meeting notice. In order to participate in the meeting, the holder of an administratively registered share must be entered temporarily in the shareholder register to be able to participate in the Annual General Meeting. More detailed instructions for registration for the Annual General Meeting can be found in the meeting invitation.

 

The Right to Put Items on the Agenda of the Annual General Meeting

A shareholder has the right to put on the agenda of the Annual General Meeting items that fall within the scope of the meeting under the Limited Liability Companies Act, provided that the shareholder demands this of the Board of Directors in writing and in sufficient time before the general meeting, so that the item can be added to the invitation to the general meeting. The shareholder can send their demand for the inclusion of the matter on the agenda of the Annual General Meeting together with the grounds of the demand or resolution proposals to the company by e-mail at legal@technopolis.fi by February 15 each year.

 

Proxy Document and Proxy Representative

A shareholder may authorize a proxy representative to act on his or her behalf at an Annual General Meeting. If the shares are administratively registered, the proxy representative may be the custodian bank of the shares, for example. The proxy representative shall produce a proxy document or otherwise provide reliable evidence of the right to represent the shareholder. In the event that a shareholder participates in the meeting by using several proxy representatives, who represent the shareholder with shares on different book-entry accounts, the shares on the basis of which each proxy representative represents the shareholder must be declared when registering for the Annual General Meeting. The shareholder or the proxy representative may have one assistant at the meeting.

 

Voting Rights and Forms of Decision-making

At an Annual General Meeting, a shareholder may exercise the votes carried by the shares that they held on the record date of the meeting, even if their shareholding has changed after the matching day but before the meeting. Each share allows one vote. The shareholder may vote with different shares in a different manner, unless the Articles of Association stipulate otherwise. A shareholder may also vote with only a part of their shares. The decisions of a general meeting shall be made by majority or by qualified majority, in accordance with applicable law and the Articles of Association.

 

The Shareholder’s Right to Ask Questions and the Right to Table Resolution Proposals

At an Annual General Meeting, every shareholder has the right to ask questions related to an item on the agenda of the meeting. The shareholder may send the question to be submitted to the meeting to the company in advance by e-mail to legal@technopolis.fi. A shareholder also has the right to put forward resolution proposals at the meeting in matters that fall within the scope of the general meeting and that are on the agenda.

General Meetings