Annual General Meeting 2012
The shareholders of Affecto Plc are hereby summoned to the Annual General Meeting ("Meeting") to be held on Thursday 19 April 2012 at 9.00 a.m. at Crowne Plaza Helsinki, Royal-conference room, Mannerheimintie 50, 00100 Helsinki, Finland (entrance from Kivelänkatu).
The following matters will be on the agenda of the Meeting:
- Procedural matters of the Meeting
- Presentation of the financial statement, consolidated financial statements, annual report and auditor’s report for the year 2011
- Adoption of the financial statement
- Resolution on the use of the profit shown on the balance sheet and the dividend distribution
- Resolution on the discharge from liability in respect of the members of the Board of Directors and the CEO
- Resolution on the fees of the Board of Directors, the number of members of the Board of Directors and the election of members of the Board of Directors
- Resolution on the election of the auditor and the remuneration of the auditor
- Proposal by the Board of Directors to authorise the Board of Directors to decide upon the issuing of shares
- Proposal by the Board of Directors to authorise the Board of Directors to decide upon the acquiring of the company's own shares
- Appointment of a Nomination Committee
Right to attend and vote at the Meeting
In order to attend and have the right to vote at the Meeting, a shareholder
(a) shall be entered in the Shareholder Register of the company maintained by Euroclear Finland Ltd by Thursday 5 April 2012, and
(b) shall give notice to attend the Meeting by Monday 16 April 2012 at 10.00 a.m. Finnish time.
Pursuant to chapter 5 section 25 of the Companies Act, a shareholder who is present at the general meeting has the right to request information with respect to the matters to be considered at the meeting.
Registration in the Shareholder Register
The shareholder in whose name the shares are registered is automatically registered in the Shareholder Register of the company.
Holder of nominee registered shares
A shareholder of nominee registered shares has the right to participate in the Meeting by virtue of such shares, based on which he/she, on Thursday 5 April 2012, would be entitled to be registered in the shareholders' register of the company held by Euroclear Finland Ltd. Shareholders holding nominee-registered shares who wish to attend the Meeting may temporarily be registered in the shareholders' register. A shareholder of nominee registered shares is advised to request without delay necessary instructions regarding the registration in the shareholders' register of the company, the issuing of proxy documents and registration for the Meeting from his/her custodian bank. The account management organization of the custodian bank will register a holder of nominee registered shares, who wants to participate in the Meeting, to be temporarily entered into the shareholders' register of the company on Monday 16 April 2012 at 10.00 a.m. Finnish time at the latest. As regards nominee registered shares this constitutes due registration for the Meeting.
Proxy representative and powers of attorney
A shareholder may participate in the Meeting and exercise his/her rights at the Meeting by way of proxy representation. A proxy representative shall produce a dated proxy document or otherwise in a reliable manner demonstrate his/her right to represent the shareholder at the Meeting. When a shareholder participates in the Meeting by means of several proxy representatives representing the shareholder with shares at different securities accounts, the shares by which each proxy representative represents the shareholder shall be identified in connection with the registration for the Meeting.
Notice to attend
A shareholder wishing to attend the Meeting shall give notice to attend the Meeting to the company either
- by e-mail: arja.hyrske@affecto.com,
- by telephone +358 205 777 757 (Ms. Arja Hyrske) Monday through Friday between 9.00 a.m. and 4.00 p.m. Finnish time,
- by mail to Affecto Plc, Ms. Arja Hyrske, Atomitie 2, 00370 Helsinki, Finland.
The notice shall be at the company's disposal no later than on Monday 16 April 2012 at 10.00 a.m. Finnish time.
The personal data given to Affecto Plc is used only in connection with the Meeting and processing of related registrations.
Delivery of proxies
Possible proxy documents should be delivered in originals to Affecto Plc, Ms. Arja Hyrske, Atomitie 2, 00370 Helsinki, no later than on Monday 16 April 2012 at 10.00 a.m. Finnish time.
Other instructions/information
On the date of this notice to the Meeting, the total number of shares in Affecto Plc is 21,516,468 shares and 21,516,468 votes.
Attachments:
Invitation (includes the Board's proposals) pdf, 106 kB
Annual Report 2011 (includes Financial Statements) pdf, 2 MB