Decisions by the Annual General Meeting of Apetit Plc
Apetit Plc, Stock exchange release, 5 May 2022 at 1:45 p.m.
Decisions by the Annual General Meeting of Apetit Plc
The Annual General Meeting on 5 May 2022 approved the parent company's and consolidated financial statements for the financial year 1 January - 31 December 2021 and discharged the members of the Supervisory Board and the Board of Directors and the CEO from liability.
The Annual General Meeting decided to adopt the Remuneration Report for 2021 for the governing bodies. According to the Companies Act, the decision is advisory. The Remuneration Report is available on the company’s website at apetit.fi/en/corporate-governance/remuneration/.
DIVIDEND
The Annual General Meeting decided according to the Board of Director’s proposal that a dividend of EUR 0.40 per share will be paid for the financial year 2021. The dividend will be paid to shareholders who are registered in the company’s share-holder register maintained by Euroclear Finland Ltd on the record date of 9 May 2022. The dividend is paid from 16 May 2022 onwards. No dividend will be paid on shares held by the company.
ELECTION OF THE MEMBERS OF THE SUPERVISORY BOARD, THE MEMBERS OF THE SUPERVISORY BOARD'S NOMINATION COMMITTEE AND THE AUDITORS, AND REMUNERATION
The Annual General Meeting confirmed according to the shareholders’ proposal that the Supervisory Board will have 14 members elected by the Annual General Meeting. Two persons were appointed to replace members of the Supervisory Board completing their term. Pekka Perälä was re-elected. Tommi Mäkelä was elected as a new member of the Supervisory Board.
According to the shareholders’ proposal Pekka Perälä and Henrika Vikman were elected as the members of the Supervisory Board's Nomination Committee.
According to the Board of Director’s proposal Ernst & Young Oy, authorized public accountants, with Erika Grönlund, APA as the auditor with principal responsibility and Osmo Valovirta, APA were elected as auditors. The auditors were elected until the end of the 2023 Annual General Meeting.
The Annual General Meeting decided according to the shareholders’ proposal that the monthly fee paid to the Supervisory Board’s chairman is EUR 1,000, and to the deputy chairman EUR 665. The meeting allowance paid to the members of the Supervisory Board and the members of the Supervisory Board´s Nomination Committee is EUR 300. In addition, compensation for travelling expenses are paid in accordance with the general travel rules of Apetit Plc. The auditors’ fees are paid according to an invoice approved by the company.
AUTHORIZING THE BOARD OF DIRECTORS TO DECIDE ON THE REPURCHASE OF COMPANY’S OWN SHARES
According to the Board of Director’s proposal the Annual General Meeting decided to authorize the Board of Directors to decide on the repurchase of a maximum of 80,000 (eighty thousand) of the company’s own shares using the unrestricted equity of the company representing about 1,27 per cent of all the shares in the company. The authorization includes the right to accept company’s own shares as a pledge.
The authorization is valid until the closing of the Annual General Meeting 2023, however no longer than until 31 May 2023. The authorization replaces the earlier authorization for repurchasing the Company’s shares given on 28 May 2021.
AUTHORIZING THE BOARD OF DIRECTORS TO DECIDE ON THE ISSUING OF NEW SHARES AND ON THE TRANSFER OF APETIT PLC SHARES HELD BY THE COMPANY (SHARE ISSUE)
According to the Board of Director’s proposal the Annual General Meeting decided to authorize the Board of Directors to decide on issuing new shares as follows: Based on the authorization, a total maximum of 600,000 (six hundred thousand) shares can be issued, which corresponds approximately to 9,5 % of all shares of the company at the moment. Based on the authorization, both new shares and shares held by the company may be issued.
The authorization is valid until the end of the 2024 Annual General Meeting, however no longer than until 31 May 2024. The authorization replaces the earlier authorization to issue shares given on 28 May 2021.
SHAREHOLDER’S PROPOSAL TO AMEND THE ARTICLES OF ASSOCIATION
The Annual General Meeting rejected the shareholder’s proposal to amend the articles of association.
The minutes of the Annual General Meeting will be available on the company’s website, www.apetit.fi/en, on 19 May 2022 at the latest.
Apetit Plc
For further information, please contact:
Sanna Väisänen, Director, Corporate Communications and Sustainability, tel. +358 10 402 4041
Apetit is a food industry company firmly rooted in Finnish primary production. Our operations are based on a unique and sustainable value chain: we create well-being with vegetables by offering tasty food solutions that make daily life easier. We also produce high-quality vegetable oils and rapeseed expellers for feeding stuff, and trade grain on the international markets. Apetit Plc's shares are listed on Nasdaq Helsinki. In 2021, Apetit Group's net sales were EUR 284 million. Read more: apetit.fi/en