Hiab’s Shareholders’ meeting is convened by the Board of Directors and held in the company’s domicile, Helsinki, Finland.
The issues decided on by the AGM include the adoption of the financial statements, distribution of profit, granting of release from liability to the members of the Board of Directors and to the CEO, the election of and remuneration payable to the members of the Board, the auditor and the sustainability reporting assurance provider. The Shareholders’ meeting also has the right to amend the Articles of Association, and make decisions and authorise the Board of Directors to make decisions on the acquisition of treasury shares, on share issues and on option programmes.
Notice of the Shareholders’ meeting is published as a stock exchange release and on Hiab’s website. This notice includes the agenda for the meeting, proposals made by the Board, the Shareholders' Nomination Board and the Audit and Risk Management Committee, as well as instructions regarding registration and attendance.
Shareholders' rights
Shareholders' meeting
Shareholders have the right to attend the Shareholders’ meeting if they have been entered into the register of shareholders at least eight working days before the meeting and if they have declared to the company their intention to attend in the manner specified in the notice of the Shareholders’ meeting. Holders of nominee-registered shares can also attend the Shareholders’ meeting by registering themselves in the register of shareholders on a temporary basis. A shareholder can attend the Shareholders’ meeting either in person, or via a representative authorised by the shareholder.
Shareholders have the right to raise issues under the purview of the Shareholders’ meeting for consideration by the Meeting, if they so request in a written notification to the Board in good time for the matter to be included in the notice of the Shareholders’ meeting. The date, by which Hiab’s Board of Directors must be notified of matters to be considered at the Shareholders’ meeting, is published annually on the company website.
In the Shareholders’ meeting, all shareholders have the right to raise questions and propose resolutions regarding issues on the agenda.
Hiab has two share classes, each with different voting rights. In the Shareholders’ meeting, each class A share carries one vote, as does each set of ten class B shares, with the provision that each shareholder is entitled to at least one vote.
Dividend
Shareholders registered in Hiab’s shareholder register on the record date of the dividend payment are entitled to dividend. In dividend distribution, class B shares earn a higher dividend than class A shares. The difference between dividends paid on the two classes of shares is a minimum of one (1) cent and a maximum of two and a half (2.5) cents.
Shareholders' Nomination Board
The Shareholders’ Nomination Board is responsible for preparing proposals to the Annual General Meeting, and if necessary, to an Extraordinary General Meeting, on the number, election, and remuneration of the members of the Board of Directors. The Nomination Board has been established until further notice until otherwise decided by the General Meeting.
The Nomination Board consists of four (4) members. The members of the Nomination Board will be appointed as follows: two largest shareholders of class A shares are entitled to appoint one (1) member each, and two largest shareholders of class B shares, who do not own any class A shares, are entitled to appoint one (1) member each. The number of votes held by each shareholder of all shares in the company are determined based on the shareholders’ register of Hiab Corporation as per the situation on the first banking day of June each year.
The composition, tasks and activities of the Shareholders’ Nomination Board are defined in more detail in its Charter.