Pursuant to the Finnish Companies Act, the shareholders exercise their decision-making power concerning the company’s matters at the General Meetings of Shareholders. Pursuant to the Articles of Association of the company and the Finnish Companies Act, the Annual General Meeting of Shareholders of a company shall be held annually within six months of the end of the financial year.
Pursuant to the Finnish Companies Act, the Annual General Meeting of Shareholders shall resolve on matters including, amongst other things, the following:
- adoption of the financial statements and consolidated financial statements,
- granting discharge from liability to the members of the Board of Directors and the Chief Executive Officer,
- use of profit shown in the balance sheet,
- election and remuneration of the members of the Board of Directors, and
- election of auditors.
Furthermore, an authorisation for the Board of Directors to resolve on a share issuance or issuance of other special rights entitling to shares and amendments to the Articles of Association also require the resolution of a General Meeting of Shareholders. In addition to Annual General Meetings of Shareholders, Extraordinary General Meetings of Shareholders may also be held if required.
The General Meeting of Shareholders handles the matters required by the Finnish Companies Act or the Articles of Association or presented to it by the Board of Directors.
As a general rule, the General Meeting of Shareholders is summoned by the Board of Directors.