Resolutions of the Annual Common Assembly of Talenom Plc and the Organizational Assembly of the Board of Administrators Helsinki Inventory Alternate: TNOM



Talenom Plc, Public launch, March 3, 2021 at 1:15 p.m. EET

Resolutions of the Annual Common Assembly of Talenom Plc and the Organizational Assembly of the Board of Administrators

Talenom Plc’s Annual Common Assembly was held on March 3, 2021 in Helsinki. Shareholders and their brokers may solely attend the Annual Common Assembly and train their shareholder rights by voting upfront and submitting counter-proposals and asking questions upfront. It was not doable to attend the assembly in individual on the assembly location. The distinctive process of the assembly was primarily based on the provisional legislative act to restrict the unfold of the Covid-19 pandemic permitted by the Finnish Parliament.

The Annual Common Assembly adopted the accounts for the fiscal yr ended December 31, 2020 and determined to alleviate the members of the Board of Administrators and the Chief Govt Officer of their tasks.

Use of revenue proven on the stability sheet and cost of dividends

The Strange Common Assembly determined {that a} dividend of 0.15 EUR per share can be paid for the monetary yr from January 1 to December 31, 2020. Retained earnings will stay in fairness. The dividend will probably be paid to shareholders who, on the dividend registration date of March 5, 2021, are registered as shareholders within the register of shareholders of the corporate maintained by Euroclear Finland Ltd. The dividend cost date is March 12, 2021. The dividend won’t be paid to the treasury shares held by the corporate.

Remuneration report of the governing our bodies

The remuneration report of the governing our bodies was introduced to the annual basic assembly. The annual basic assembly determined to assist the remuneration report.

Tthe quantity and remuneration of the members of the board of administrators

It was determined that compensation of 6,000 euros per thirty days will probably be paid to the chairman of the board of administrators and a couple of,000 euros per thirty days to the opposite members of the board of administrators. As well as, the journey bills of the members of the board of administrators will probably be compensated in accordance with the journey coverage of the corporate. The annual basic assembly determined that the variety of members of the board of administrators can be six.

Election of the members of the board of administrators

The Annual Common Meeting elected Harri Tahkola, Mikko Siuruainen, Olli Hyyppä, Johannes Karjula and Sampsa Laine as board members for a brand new time period and elected Elina Tourunen as the brand new board member.

Election and remuneration of the auditor

The board of administrators re-elected KPMG Oy Ab, a chartered accountant physique, as the corporate’s statutory auditor. Juho Rautio, chartered accountant, will stay the lead auditor. The mandate of the auditor will run till the tip of the subsequent annual basic assembly. The auditor will probably be remunerated in response to the cheap bill permitted by the corporate.

Authorization of the board of administrators to resolve on the repurchase of personal shares

The Strange Common Assembly approved the Board of Administrators to vote on the repurchase of a most of 150,000 personal shares of the corporate in a number of tranches utilizing the free fairness of the corporate. The shares will probably be repurchased aside from in proportion to the participation of the shareholders within the public negotiations organized by Nasdaq Helsinki Ltd for the market value on the time of the acquisition.

The authorization stays legitimate till the shut of the subsequent odd basic assembly, however not than till June 30, 2022. The authorization replaces the earlier authorization to purchase again personal shares granted by the odd basic assembly of February 25, 2020.

Authorize the Board of Administrators to resolve the problems of shares and the problems of possibility rights and different particular rights giving proper to shares

The annual basic assembly approved the board of administrators to vote on the difficulty of shares and the difficulty of particular rights giving proper to shares, as set out in Chapter 10, Part 1 of the Finnish Legislation on restricted legal responsibility firms in a number of installments, both towards cost or with out cost.

The full quantity of shares to be issued, together with shares to be obtained on the idea of particular rights, should not exceed 2,100,000 shares. The Board of Administrators could resolve to concern new shares or to switch treasury shares probably held by the corporate. The utmost quantity of the authorization corresponds to roughly 4.8 % of all of the shares of the corporate.

The Board of Administrators is empowered to rule on all different questions referring to the difficulty of shares and particular rights giving proper to shares, together with the suitable to waive the preferential subscription proper of shareholders to subscribe to shares at concern. The authorization is used to pay the acquisition costs of enterprise acquisitions, worker share points or share allocation plans or to concern inventory choices or for different functions decided by board of administrators.

The authorization stays legitimate till the shut of the subsequent odd basic assembly, however not than June 30, 2022. The authorization revokes all earlier unused authorizations to vote on the difficulty of shares and rights. possibility and different particular rights giving proper to shares.

Organizational assembly of the board of administrators

At its organizational assembly held after the Annual Common Assembly, the board of administrators of Talenom Plc re-elected Harri Tahkola as chairman of the board. The Board of Administrators has assessed the independence of its company members and important shareholders as follows:

  • Harri Tahkola isn’t thought of unbiased of the corporate on the idea of an total evaluation. As well as, he’s not thought of unbiased of serious shareholders, as he owns greater than 10% of the shares of the corporate.
  • Mikko Siuruainen is taken into account unbiased from the corporate and its important shareholders.
  • Olli Hyyppä is taken into account unbiased from the corporate and its important shareholders.
  • Johannes Karjula is taken into account unbiased from the corporate and its important shareholders.
  • Sampsa Laine is taken into account unbiased from the corporate and its important shareholders.
  • Elina Tourunen is taken into account unbiased from the corporate and its important shareholders.

TALENOM PLC
BOARD OF DIRECTORS


Additional data:

Otto-Pekka Huhtala
CEO
Talenom Plc
Cellphone. +358 40 703 8554

Talenom is an agile and scalable accounting agency created in 1972. Our enterprise thought is to make the each day lifetime of entrepreneurs simpler with essentially the most user-friendly digital instruments available on the market and extremely automated companies. Along with complete accounting companies, we assist our purchasers’ actions with a variety of skilled companies in addition to finance and banking companies. Our imaginative and prescient is to offer unbeatable accounting and banking companies to SMEs.

Talenom has a historical past of sturdy progress – the common annual enhance in internet gross sales was round 15.5% between 2005 and 2020. On the finish of 2020, Talenom had 912 workers in Finland and Sweden out of a complete of 47 places. . Talenom shares are listed on the principle record of the Helsinki Inventory Alternate.

DISTRIBUTION
Nasdaq Helsinki
Essential media
www.talenom.fi



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