general meetings

Ultimately, it is the shareholders who determine the way the Group is governed. Shareholders exercise their rights at general meetings of shareholders.

The General Meeting of Shareholders is the supreme governing body. The Annual General Meeting (AGM) addresses changes in the principal governing document – the Articles of Association. The AGM approves the financial results and balance sheet, discharges the Board from liability, elects a new Board, elects auditors and resolves on the remuneration of the Chairman of the Board, the Board members and the auditors and resolves on guidelines for the remuneration of senior executives and on changes in the number of shares and the share structure.

The official notification of the AGM is dispatched no earlier than six and no later than four weeks prior to the Meeting. The notification is to include information on the manner of and the final date for notification of attendance, the right to participate and vote at the Meeting, a numbered agenda showing the matters to be addressed, information on the appropriation of earnings, and the main content of other proposals.

Shareholders or their representatives may vote for the full number of shares owned or represented. One Class A share carries 10 votes and one Class B share carries one vote at a general meeting of shareholders. Intention to attend the AGM is primarily notified by e-mail, in accordance with the instructions in the official notification. For participation as a representative, the shareholder must issue a power of attorney to the representative. If the shares are registered with a nominee, they must be re-registered in the shareholder’s name in the share register no later than the record date of the Meeting. The record date is stated in the notification of the meeting. Official notification of an Extraordinary General Meeting (EGM), at which the matter of the company’s Articles of Association is to be dealt with, must be issued no earlier than six weeks and no later than four weeks prior to the Meeting. Notification of any other EGMs must be issued no earlier than six and no later than three weeks ahead of the Meeting.