A shareholder intending to attend a General Meeting of Orion Corporation must be registered as a shareholder in the Company’s shareholder register maintained by Euroclear Finland Oy on the record date of the General Meeting, and the shareholder must submit a notice of attendance to the Company no later than on the date specified in the notice to convene, which can be at the earliest ten days prior to the meeting. A notice to convene a General Meeting of the Shareholders of Orion Corporation shall be published in a stock exchange release and on the Company’s website no earlier than two months and no later than three weeks prior to the General Meeting, however at least nine days prior to the record date of the General Meeting of Shareholders.
At a General Meeting of Shareholders a shareholder may vote the number of votes conferred by the shares held on the record date. Each A share of Orion Corporation entitles its holder to twenty (20) votes at General Meetings of Shareholders and each B share one (1) vote. However, a shareholder cannot vote more than 1/20 of the aggregate number of votes from the different share classes represented at the General Meetings of Shareholders.
Decisions at a General Meeting of Shareholders shall be taken through the decision-making process of the Finnish Companies Act and the Articles of Association.
The Annual General Meeting of Shareholders
shall be presented:
- the Financial Statements, including the Consolidated Financial Statements and the Report by the Board of Directors
- the Auditor's Report
- Remuneration report
- Remuneration policy at least every four years and whenever substantial changes are made to it
shall decide on:
- adoption of the Financial Statements and the Consolidated Financial Statements
- use of the profits available according to the Statement of Financial Position
- discharge from liability of the members of the Board of Directors and the President and CEO
- the number of members of the Board of Directors
- the fees payable to the members of the Board of Directors and the auditor
- the members of the Board of Directors, with the person or persons receiving the most votes from the General Meeting of Shareholders being elected
- the Chair of the Board from among the members of the Board of Directors
- the auditor
- other matters separately mentioned in the convening notice.
The decisions of the Annual General Meeting are published in a stock exchange release after the meeting. The meeting documents are kept on the Company’s website at least five years from the meeting. The minutes of the meeting are provided in Finnish only and they are made available on the Company’s website within two weeks of the meeting.