Decisions of Elisa’s Annual General Meeting 2024
ELISA STOCK EXCHANGE RELEASE 12 APRIL 2024 AT 4:30 PM
In accordance with the proposal of the Board of Directors, Elisa’s Annual General Meeting decided to pay a dividend of EUR 2.25 per share based on the adopted financial statements 31 December 2023. According to the decision, the dividend will be paid in two instalments. The first instalment of the dividend, EUR 1.13 per share, will be paid to a shareholder registered in the shareholders’ register of the Company held by Euroclear Finland Oy on the dividend payment record date of the first instalment of 16 April 2024. The first instalment will be paid on 23 April 2024. The second instalment of the dividend, EUR 1.12 per share, will be paid to a shareholder registered in the shareholders’ register of the Company held by Euroclear Finland Oy on the dividend payment record date of the second instalment of 23 October 2024. The second instalment of the dividend will be paid on 30 October 2024.
The AGM adopted the financial statements for 2023. The members of the Board of Directors and the CEO were discharged from liability for 2023.
The AGM approved the Remuneration Report for the Company’s governing bodies for 2023. The AGM did not approve the Board of Directors’ proposal for the Remuneration Policy for the Elisa’s governing bodies. The resolutions are advisory in accordance with the Finnish Limited Liabilities Companies Act.
The number of the members of the Board of Directors was confirmed at eight (8). Maher Chebbo, Kim Ignatius, Katariina Kravi, Pia Kåll, Eva-Lotta Sjöstedt, Anssi Vanjoki and Antti Vasara were re-elected as members of the Board of Directors. Christoph Vitzthum was elected as a new member of the Board of Directors. Anssi Vanjoki was appointed as the Chair and Katariina Kravi as the Deputy Chair of the Board of Directors.
The AGM decided that the amount of annual remuneration for the members of the Board of Directors be changed. The Chair will be paid an annual remuneration of EUR 150,000, the Deputy Chair and the Chairs of the Committees EUR 87,000, and other Board members EUR 72,000. Additionally, EUR 800 per meeting of the Board and of a Committee. However, if a Board member is physically present in the Board or Committee meeting, which is held in a country other than his/her permanent home country, the meeting fee is EUR 1,600.
Ernst & Young Oy, Authorised Public Accountants Organisation, was elected as the company’s auditor. APA Terhi Mäkinen is the responsible auditor. Auditor will be remunerated, and travel expenses reimbursed in accordance with the invoice accepted by the Company.
The AGM decided on to authorise the Board of Directors to resolve to repurchase or accept as pledge the company’s own shares. The repurchase may be directed. The amount of shares under this authorisation is 5 million shares at maximum. The authorisation is valid for 18 months from the date of the resolution of the General Meeting.
The AGM decided on to authorise the Board of Directors to pass a resolution concerning the share issue, the right of assignment of treasury shares and/or the granting of special rights referred to in the Companies Act. The authorisation entitles the Board of Directors to execute the issue as directed. The amount of shares under this authorisation is 15 million shares at maximum. The authorisation is valid for 18 months from the date of the resolution of the General Meeting.
The AGM decided that such shares of Kymen Puhelin Oy and Telekarelia Oy, as regards of which no claim on merger consideration have been presented and no share certificate or other similar document and possible account on title, which proves the right of ownership, as well as claims on registering based on these, have been presented on 12 April 2024 at the latest, the right to Elisa Corporation’s shares given as merger consideration and rights based on them, would be forfeited. If the share certificate or other similar document is lost, the merger consideration shall be claimed, and claim on registering shall be presented, at the latest by the deadline set forth above, and the judgment regarding the annulment of the share certificate or other similar document shall be presented to Elisa Corporation on 29 November 2024 at the latest. The forfeited considerations will be received by Elisa Corporation as the transferee company in the merger, and rules and regulations applicable to own shares held by the company shall be applied to such shares.
ELISA CORPORATION
Mr. Vesa Sahivirta
IR Director
tel. +358 50 520 5555
Distribution:
Nasdaq Helsinki
Principal media
elisa.com