The Annual General Meeting is the supreme decision-making body of Neles. The AGM of Shareholders is held once a year before the end of June. It decides on matters stipulated in the Finnish Companies Act and the Articles of Association.

Neles’ EGM was held on Thursday, October 29

The General Meeting resolved to increase the number of members of the Board of Directors of Neles by one and to elect a new member Jukka Tiitinen

Main tasks of Neles' AGM

• Adoption of the financial statements

• Use of the profit shown on the balance sheet

• Election of the Chair, Vice Chair and members of the Board, and the decision on their remuneration

• Discharging the members of the Board and the President and CEO from liability

• Election of the Auditor and the decision on compensation

• Proposals made by the Board or a shareholder (e.g. amendments of the Articles of Association, the repurchase of the company’s own shares, share issues, special authorizations)

Invitation to the AGM

We publish a notice of the Annual General Meeting no more than three months and no less than three weeks before the meeting as a stock exchange release and on the company’s website. Notice is delivered in certain instances directly to shareholders when required by law. The Annual General Meeting agenda, decision-making proposals and meeting documents are available on our website at least three weeks prior to the meeting.

 

 

Requests and voting

All shareholders registered by the record date in the company's list of shareholders maintained by Euroclear Finland Ltd have the right to attend the Annual General Meeting. Each share entitles the holder to one vote. Shareholders are entitled to have an issue put on the Annual General Meeting’s agenda, provided that the issue requires a decision by the Annual General Meeting pursuant to the Finnish Companies Act. The request must be submitted in writing to the Board early enough so that the issue can be included in the meeting notice. On our website, we announce the date by which a shareholder must notify the Board of an issue to be added to the Annual General Meeting agenda.

Decisions are primarily made by a simple majority of votes. Such decisions include the approving of the financial statements, payment of dividends, election of Board members and auditors and their remuneration, and discharging the members of the Board and the President and CEO from liability.

Authorization to repurchase the company’s own shares

The AGM 2020 (held on June 16) approved the proposal of the Board of Directors to authorize the Board to decide on the repurchase of Metso’s own shares. The number of Metso’s own shares to be repurchased may not exceed 5,000,000 shares, which corresponds to approximately 3.3 percent of all Metso’s shares. The authorization is effective until June 30, 2021, and it cancels the previous authorization. This authorization has not been exercised as of October 28, 2020.

Authorization to issue shares and special rights entitling to shares

The AGM 2020 (held on June 16) approved the proposal of the Board of Directors to decide on the issuance of shares and the issuance of special rights entitling to shares. The number of new shares that may be issued based on decision(s) of the Board of Directors pursuant to the authorization may not exceed 10,000,000 shares, which corresponds to approximately 6.7 percent of all Metso’s shares. The number of Metso’s own shares that may be transferred pursuant to the authorization may not exceed 5,000,000 shares, which corresponds to approximately 3.3 percent of all Metso’s shares. The authorization is effective until June 30, 2021, and it cancels the previous authorization. This authorization has not been exercised as of October 28, 2020.