Additional Information about the Annual General Meeting to be Held on 21 April 2020 and its Precautionary Measures, Change of Venue and Supplement to the Proposal on the Use of the Profit
Kamux Corporation Stock Exchange Release 26 March 2020 at 18.00
Additional Information about the Annual General Meeting to be Held on 21 April 2020 and its Precautionary Measures, Change of Venue and Supplement to the Proposal on the Use of the Profit
The coronavirus pandemic has caused an exceptional situation for arranging the Annual General Meeting. According to the Finnish government policy and the orders of the Regional State Administrative Agencies, all public meetings and gatherings of more than a ten people are banned in order to fight the coronavirus. This also applies to Annual General Meetings.
Kamux takes the coronavirus situation extremely seriously. The Board of Directors of the company is well aware of the unexceptional circumstances. At the same time, it strives to comply good governance and to take into account the interests of the company and its shareholders by organizing the AGM as planned on 21 April 2020. Exceptional measures are implemented to enable the AGM and ensure payment of dividend to shareholders on original schedule.
The Board of Directors of Kamux has decided that the AGM on 21 April 2020 is held in a way that it can be arranged within the restrictions set by authorities. Due to the circumstances, the meeting venue will be changed, and the AGM will be held in Kamux Training Center in Hämeenlinna, Parolantie 66 A, 13130 Hämeenlinna. The reception of persons who have registered for the meeting and the distribution of voting tickets will commence at 9.45 a.m.
All shareholders, including the institutional investors, who have preregistered or are about to preregister for the meeting are strongly encouraged to reconsider their participation in the AGM and to take advantage of the proxy service provided by the Company. In addition, those shareholders who have already preregistered for the meeting and do not wish to attend the meeting nor use the proxy service are encouraged to cancel their prior notice of attendance as soon as possible if they do not plan to attend. Instructions for the use of proxy service and cancellation of the attendance are available on the corporate website https://www.kamux.com/en/corporate-governance/general-meeting/annual-general-meeting-2020/.
The length of the AGM will be kept as short as possible, and the meeting will be reduced to only essential matters presented on the notice of the meeting. The number of participants will be as limited as possible. There will be no refreshments or handouts in the meeting.
Kamux offers an opportunity to follow the meeting held in Finnish by webcast. The service is available for the shareholders who are registered on 7 April 2020 in the shareholders' register of the Company. The webcast link can be found on Kamux AGM site https://www.kamux.com/en/corporate-governance/general-meeting/annual-general-meeting-2020/ before the meeting. Shareholders who follow the meeting online, will not be registered as shareholders present and will not have the opportunity to vote or ask questions during the meeting. To follow the webcast, a shareholder must sign in with a Finnish bank ID or mobile certificate. It is possible to send questions to the Company’s management before the meeting by 17 April 2020 by email: ir@kamux.fi.
Kamux follows the development of the coronavirus situation and makes updates on https://www.kamux.com/en/corporate-governance/general-meeting/annual-general-meeting-2020/ and/or by stock exchange release about additional information regarding the meeting arrangements if any. The Company kindly asks the participants to follow the Company’s website also after the registration.
Kamux supplements the notice published on 16 March 2020 at 9:30 am EET regarding the proposal on the use of profit. The proposal on the use of profit is supplemented by adding the following authorization for the Board of Directors regarding the second dividend instalment:
“The Board proposes that it be authorized to decide on the payment or the cancellation of the payment of the second dividend instalment. In connection with the decision making of the payment, the Board evaluates among others the impacts of the corona pandemic on the Company’s solvency, cash flow and the development of the capital adequacy.”
The original proposal on the use of profit with the supplement included is presented below.
8. Resolution on the use of the profit shown on the balance sheet and the payment of dividend
The Board of Directors proposes a dividend of EUR 0.23 per share to be distributed for the financial year of 1 January 2019 – 31 December 2019. The Board proposes that the dividend for the financial year 2019 will be paid in two instalments. The first dividend instalment, EUR 0.12 per share, is to be paid to shareholders registered in the Company’s register of shareholders maintained by Euroclear Finland Ltd on the first dividend instalment payment record date of April 23, 2020. The Board proposes that the first dividend instalment pay date be April 30, 2020. The second dividend instalment is to be paid to shareholders registered in the Company's register of shareholders maintained by Euroclear Finland Ltd on the second dividend instalment payment record date of October 23, 2020. The Board proposes that the second dividend instalment pay date be October 30, 2020. The Board proposes that it be authorized to decide on the payment or the cancellation of the payment of the second dividend instalment. In connection with the decision making of the payment of the second dividend instalment, the Board shall evaluate among others the impacts of the corona pandemic on the Company’s solvency, cash flow and the development of the capital adequacy. The Board proposes that it be authorized to decide, if necessary, on a new dividend payment record date and pay date for the second instalment if the rules and statutes of the Finnish book-entry system change or otherwise so require.
The updated notice to the AGM is attached to this release as appendix 1 and available on the company’s website at https://www.kamux.com/en/corporate-governance/general-meeting/annual-general-meeting-2020/.
In Hämeenlinna, 26 March 2020
KAMUX CORPORATION
BOARD OF DIRECTORS
Appendix 1: The updated notice to the AGM
For more information:
Satu Otala, Director of Communications
Tel. +358 400 629 337
Kamux Corporation is a retail chain specializing in the sale of used cars and related integrated services that has grown rapidly. Kamux combines online shopping with an extensive showroom network to provide a great customer experience anytime, anywhere. In addition to digital channels, the company has total of 72 car showrooms in Finland, Sweden and Germany. Since its founding, the company has sold more than 250,000 used cars, 55,432 of which were sold in 2019. Kamux’s revenue reached EUR 658.5 million in 2019. In 2019, Kamux’s average number of employees was 595 in terms of full-time equivalent employees. The shares of Kamux are listed on the Nasdaq Helsinki stock exchange.
www.kamux.com