Instructions for legal persons

Euroclear's instructions for legal persons.

General

A shareholder that is legal person can use the electronic Suomi.fi e-authorization service instead of the traditional proxy in Euroclear Finland’s general meeting service. In this case, the shareholder that is legal person authorizes an assignee nominated by it in the Suomi.fi service at https://www.suomi.fi/e-authorizations using the authorization topic “Representation at the General Meeting”.

A mandate is an electronic power of attorney, the details of which are entered in the authorization register. When one wants to act on behalf of someone else in a service that uses Suomi.fi e-Authorizations, the valid mandates will be checked from the authorization register. The mandate can also be a right to grant a mandate or a representative’s right to grant a mandate, in which case the assignee can manage the authorizations of companies or organizations in Suomi.fi e-authorizations.

Suomi.fi authorization service utilizes also the information on representation of organizations entered in the trade register. If a shareholder is represented at the general meeting by a person who has the sole right to represent the company (for example the managing director and authorized to sign), no separate authorization is needed. The right to represent entitles to represent at the general meeting.

The authorization given in the Suomi.fi e-authorization service is general and applies to general meetings as a whole. If the authorization of an organization is limited to the general meeting of a particular company, the authorization is limited by a specifier. The business ID of the company in question is used for the limitation.

Granting a mandate for transactions

When a shareholder that is legal person authorizes a representative to the Annual General Meeting in the Suomi.fi authorization service, the authorization may be made by a person who has the right to represent the organization in the Trade Register in accordance with the terms and conditions of the Suomi.fi service. In the Suomi.fi e-Authorizations one identifies oneself with his/her personal banking IDs, mobile certificate or certificate card and chooses on behalf of which organization the mandate is being granted. An assignee/-s is/are then appointed and the mandate “Representing at general meeting” is granted as the authorization topic, and the period of validity is defined. If the authorization is limited to the general meeting of a particular company, the authorization is limited by a specifier that uses the business ID of the company in question.

More detailed instructions and various authorization options can be found on the Suomi.fi website. For example, the exercise of the right to grant mandate may be well suited to matters relating to general meetings. Authorization is also possible by the assignee requesting the authorization and the assignor confirming the authorization. In this case, it is good to note that the authorization is only valid once it has been confirmed by the assignor.

Notification to a general meeting

If the shareholder that is legal person uses the Suomi.fi electronic authorization, the assignee must identify himself or herself with strong electronic identification in Euroclear Finland's general meeting service when registering for the general meeting. The assignee is then directed to Suomi.fi service and his/her mandate for transactions is automatically checked, after which he/she is redirected to Euroclear Finland’s service. The mandate for transactions may be based on an electronic Suomi.fi e-authorization or a right of representation based on the trade register. The strong electronic identification works with personal banking IDs or a mobile certificate.

A shareholder that is a legal person can make changes to the notification information and the assignees directly in Euroclear Finland’s service until the end of the notification period. If there are any changes after the notification period, the shareholder needs to contact Orion Corporation.