Corporate Governance

Annual General Meeting

Pursuant to the Finnish Limited Liability Companies Act, shareholders exercise their power to resolve on matters at General Meetings of the shareholders. Pursuant to the Limited Liability Companies Act, the Annual General Meeting of the company must be held annually no later than six months from the end of the company’s financial year. An Extraordinary General Meeting in respect of specific matters must be convened when deemed necessary by the Board of Directors, or when requested in writing by the auditor of the company or by shareholders representing at least one-tenth of all of the issued and outstanding shares in the company.

The Annual General Meeting makes decisions regarding, among others:

  • the adoption of the financial statements, including the income statement, statement of financial position and cash flow statement with notes thereto and consolidated financial statements;
  • the use of the profit shown on the balance sheet;
  • the discharge from liability of the members of the Board of Directors and the Chief Executive Officer;
  • the election and remuneration of members of the Board of Directors and auditors.

According to Aiforia’s Articles of Association, the notice of general meetings of shareholders shall be delivered no earlier than three months and no later than one week before the record date for the general meeting of shareholders referred to in the Limited Liability Companies Act.

In order to have the right to attend and vote at a General Meeting of shareholders, a shareholder must be registered at least eight Finnish business days prior to the relevant General Meeting of shareholders in the register of shareholders maintained by Euroclear Finland in accordance with Finnish law.

A beneficial owner of nominee-registered shares contemplating attending and voting at the General Meeting of shareholders should seek a temporary registration in the register of shareholders maintained by Euroclear Finland by the date announced in the notice of the General Meeting of shareholders, which date must be after the record date of the General Meeting of shareholders.