General Meeting

The General Meeting is Loihde Plc’s highest decision-making body. At the General Meeting, the shareholders’ decisions include: the adoption of the financial statements and the use of the profit shown on the balance sheet, the discharge from liability of the members of the Board of Directors and the CEO, the election and remuneration of the members of the Board of Directors and the election and remuneration of the auditor.

The Annual General Meeting is held annually before the end of June on a date decided by the Board of Directors and considers matters that according to the Limited Liability Companies Act and the Articles of Association belong to the Annual General Meeting and other possible proposals mentioned in the notice. An Extraordinary General Meeting is convened if necessary.

A shareholder shall according to the Limited Liability Companies Act have the right to have a matter falling within the competence of the General Meeting dealt with by the General Meeting, if he or she so demands in writing from the Board of Directors well in advance of the meeting, so that the matter can be mentioned in the notice.

Annual General Meeting 2024

Notice is given to the shareholders of Loihde Plc of the Annual General Meeting (below AGM) to be held on Tuesday, 7 May 2024 at 2:00 p.m. (EEST) at Åbo Akademi, Academill, Rantakatu 2, 65100 Vaasa, Finland. The reception of persons who have registered for the meeting and the distribution of voting tickets will commence at the meeting venue at 1:00 p.m.

Shareholders can also exercise their voting rights by voting in advance. Shareholders have the opportunity to follow a webcast of the AGM as well. Instructions on how to vote in advance and how to follow the AGM webcast are available later on this page. The webcast is estimated to start at 2:00 p.m. on the date of the meeting, 7 May 2024. It is not possible to pose questions, make proposals or vote via webcast. Following the webcast is not considered as participating in the AGM, nor is it considered as exercising one’s rights as a shareholder at the AGM.

Notice of AGM 2024
AGM agenda 2024
Proposals to AGM 2024
Loihde Annual Report 2023
Introduction of the proposed Board members

Registration

Each shareholder who is registered in Loihde Plc’s shareholder register held by Euroclear Finland Oy on the record date of the AGM, i.e. on 24 April 2024, has the right to participate in the AGM. A shareholder whose shares are registered on his/her personal Finnish book-entry account is registered in the shareholder register of the company.

A shareholder who is registered in the shareholder register of the company and who wants to participate in the AGM shall register for the meeting no later than 30 April 2024 by 4:00 p.m. by giving a prior notice of participation, which shall be received by the company no later than on the above-mentioned time. Notice of participation and advance voting start on 27 March 2024 at 10:00 a.m.

Notice of participation can be given:

1. a) via this link
2. b) by email to osakeasiat@loihde.com or
3. c) by regular mail to Euroclear Finland Oy, PL 1110, 00101 Helsinki, FINLAND.

In connection with the registration, a shareholder shall notify his/her name, personal identification number or business ID, address, telephone number and the name of a possible assistant or proxy representative and the personal identification number of a proxy representative. Registration on the company’s website uses strong authentication with Finnish online banking ID. The personal data given to Loihde Plc or Euroclear Finland Oy is used only in connection with the AGM and the processing of related required registrations.

The shareholder, his/her authorised representative or proxy representative shall, where necessary, be able to prove his/her identity and/or right of representation.

Holders of nominee-registered shares

A holder of nominee-registered shares has the right to participate in the AGM by virtue of such shares, based on which he/she on the record date of the AGM, i.e. on 24 April 2024, would be entitled to be registered in the shareholder register of the company held by Euroclear Finland Oy. The right to participate in the AGM requires, in addition, that the shareholder on the basis of such shares has been temporarily registered in the shareholder register held by Euroclear Finland Oy by 10:00 a.m. on 2 May 2024 at the latest. As regards nominee-registered shares, this constitutes due registration for the AGM. Changes in shareholding after the record date of the AGM do not affect the right to participate in the meeting or the number of voting rights held in the meeting.

A holder of nominee-registered shares is advised to request without delay necessary instructions regarding the temporary registration in the shareholder register of the company, the issuing of proxy documents and voting instructions and registration for the AGM from his/her custodian bank. The account operator of the custodian bank has to register a holder of nominee-registered shares who wants to attend the AGM temporarily in the shareholder register of the company by the time stated above at the latest, and, if necessary, ensure to vote in advance on behalf of the shareholder before the deadline for registration regarding holders of nominee-registered shares ends.

Proxy representative and powers of attorney

A shareholder may participate in the AGM and exercise his/her rights at the meeting by way of proxy representation.

In addition to producing proxy documents (powers of attorney), the shareholder or his/her proxy shall register for the AGM in the way described in this notice. The duty to register also applies to shareholders that have given so-called long-term powers of attorney or their proxies.

A shareholder’s proxy representative shall produce a dated proxy document or otherwise in a reliable manner demonstrate his/her right to represent the shareholder at the AGM. When a shareholder participates in the AGM by means of several proxy representatives representing the shareholder with shares at different securities accounts, the shares by which each proxy representative represents the shareholder shall be identified in connection with the registration for the AGM. The form for the proxy document and voting instructions is available on Loihde’s website at www.loihde.com/agm.

The signed proxy document shall be delivered by email to osakeasiat@loihde.com, or by regular mail to Euroclear Finland Oy, PL 1110, 00101 Helsinki, FINLAND. The proxy document shall be received by the company no later than 30 April 2024 by 4:00 p.m.

A shareholder who is a legal person can instead of the traditional proxy document deliver a proxy document in the online service used for giving notice of participation in the meeting.

A shareholder who is an organisation can also use the Suomi.fi e-authorisation service instead of a traditional proxy document. In this case, the organisation authorises a proxy that they nominate in the Suomi.fi authorisation service at suomi.fi/e-authorizations, using the mandate theme “Representation at the General Meeting”. In connection with Euroclear Finland Oy’s general meeting service, the proxy so authorised must identify himself/herself with strong electronic authentication in connection with the registration, after which the electronic authorisation will be checked automatically. Strong electronic authentication works with online banking ID or mobile certificate. More information is available on the website suomi.fi/e-authorizations.

Advance voting

A shareholder who has a Finnish book-entry account may vote in advance on certain items of the agenda of the AGM through the company’s website during the time period starting on 27 March 2024 at 10:00 a.m. and ending on 30 April 2024 at 4:00 p.m.

In order to be able to vote in advance, the shareholder shall first give notice of participation in the AGM.

A shareholder voting in advance will not be able to use his/her right according to the Finnish Limited Liability Companies Act to request information or a vote, unless he/she participates in the AGM on location, in person or by way of proxy representation.

A proxy representative appointed by the shareholder cannot vote in advance on behalf of the shareholder.

For holders of nominee-registered shares, the advance voting occurs via the account operator. The account operator can vote in advance on behalf of the holders of nominee-registered shares that the account operator represents in accordance with their voting instructions before the deadline for registration of nominee-registered shares ends.

A draft resolution that is subject to advance voting is considered to have been presented unchanged at the AGM. The terms and conditions and instructions related to the electronic advance voting can be found on the registration site.

Asking questions in advance

Shareholders may ask questions in advance on topics included in the meeting agenda. The questions shall be sent by email to viestinta@loihde.com, and they shall be received by the company by 30 April 2024, at 4:00 p.m. at the latest. The company strives to, if possible, answer the questions at the meeting.

The advance questions are not questions pursuant to chapter 5, section 25 of the Finnish Limited Liability Companies Act. Questions asked by virtue of the right to request information based on the law shall be asked at the AGM.

Following the meeting online via webcast

Shareholders have the opportunity to follow the AGM online via webcast. Following the AGM by webcast is not considered as participating in the AGM, nor is it possible via webcast to exercise the right to request information or other shareholder rights pursuant to the Finnish Limited Liability Companies Act at the AGM.

In order to be able to follow the meeting via webcast, the shareholder shall register to follow the video stream via this link by 5 May, 2024.

Other instructions and information

Pursuant to chapter 5, section 25 of the Finnish Limited Liability Companies Act, a shareholder who is present at the AGM has the right to request information with respect to the matters to be dealt with by the meeting.

Changes in shareholding after the record date of the AGM do not affect the right to participate in the meeting or the number of voting rights held in the meeting.

Previous Annual General Meetings