Resolutions of Loihde Plc’s Annual General Meeting and the organisational meeting of the Board of Directors
Loihde Plc’s Annual General Meeting (AGM) was held in Vaasa today, on
Payment of dividend
The AGM decided to pay a dividend of
Remuneration Report
The AGM adopted the Remuneration Report for 2023.
Composition and remuneration of the Board of Directors
The AGM confirmed the number of Board members as six, re-elected the current Board members Juha Murtopuro,
The AGM decided that the Chair of the Board shall be paid an annual fee of
The AGM decided on a directed share issue without payment in order to pay the commitment shares earned in the second vesting period of the share-based incentive scheme for the Board of Directors, which began on
Auditor
The audit firm
Authorisation to decide on the acquisition of own shares
The AGM authorised the Board of Directors to decide on a share buyback programme, where at most 350,000 of the company’s shares would be acquired, in one or more instalments, using the company’s unrestricted equity. The authorisation entitles the Board of Directors to decide on the acquisition of shares also otherwise than in proportion to the shareholdings of the shareholders (directed acquisition). The authorisation covers the acquisition of shares either on the Nasdaq First North Growth Market Finland in accordance with its rules and guidelines, in which case the purchase price will be determined by the share price at the time of acquisition, or by means of a purchase offer to the shareholders, in which case the purchase price must be the same for all shareholders.
The company’s own shares will be purchased to be used for conducting acquisitions or other arrangements related to the company’s business, to improve the company’s financing structure, as part of the implementation of the company’s incentive schemes or to be transferred or cancelled. The authorisation includes the right for the Board of Directors to decide on all other terms and conditions pertaining to the acquisition of the company’s own shares. The authorisation is valid until the end of the next AGM, but until
Authorisation to decide on a share issue
The AGM decided to authorise the Board of Directors to decide on the share issue of a maximum of 583,000 shares in one or more tranches. The shares can be used for financing acquisitions or restructuring, or for other purposes in the way and to the extent decided by the Board of Directors, a maximum of 483,000 shares, and as part of the personnel’s incentive schemes, a maximum of 100,000 shares.
The authorisation concerns issuing new shares as well as transferring treasury shares held by the company (share issue). The authorisation entitles the Board of Directors to decide on all other terms and conditions of the share issue. The Board of Directors may decide to issue shares otherwise than in proportion to the shareholdings of the shareholders (directed share issue).
The share issue authorisation with regard to shares used for acquisitions and restructuring is valid until the end of the next AGM, but until
Remuneration of the members of the Shareholders’ Nomination Board
The AGM decided that the annual fee of the Chair of the Shareholders' Nomination Board will be
Authorisation to decide on donations
The AGM authorised the Board of Directors to decide on donations of at most
Minutes of the AGM
The minutes of the AGM will be available in Finnish on the company’s website by
Resolutions of the organisational meeting of the Board of Directors
At the organisational meeting after the AGM, the Board of Directors elected committee members.
The Audit Committee consists of
The Personnel Committee consists of
The Board of Directors noted that all members of the Board are independent of the company and its major shareholders. The company complies with the Finnish Corporate Governance Code for listed companies when defining the independence of the members of the Board of Directors.
Further information
CEO
Media contact: Director of Communications
Loihde enables business continuity.We help our customers to gain a sustainable competitive edge through data, AI and digitalisation, to harness the potential of the cloud and to protect themselves against both physical and cyber threats.The combining of these skills is what makes Loihde a unique and comprehensive partner.We are approximately 850 skilled professionals, and our revenue in 2023 amounted to
Attachments
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