Componenta’s highest governing body is the General Meeting. The shareholders exercise their decision-making powers at the General Meeting, where the shareholders have a right to speak, ask questions and vote. The Annual General Meeting must be held within six months of the end of the financial period.
The General Meeting decides on matters that come under its authority as defined in the Finnish Limited Liability Companies Act and the company’s Articles of Association, including approval of the financial statements, decisions concerning the use of the profit shown on the balance sheet and the election of the Board members and the auditor.
The shareholders’ Nomination Committee prepares and makes proposals to the General Meeting on the members of the Board of Directors and on the remuneration of Board members.
When preparing its proposal, the Committee assesses, in addition to the qualifications of the proposed Board members, the diversity of the entire Board of Directors, taking into account the requirements of the company’s operations and its development phase.
In addition to what is provided in law and the Articles of Association, Componenta’s notice of the General Meeting presents the following proposals (provided that the topic is to be discussed in the General Meeting):
• proposal on the composition of the Board of Directors;
• proposal on the remuneration of Board members; and
• proposal on the auditors.
The Chairman and members of the Company’s Board of Directors and its President and CEO must be present at all General Meetings. The auditor must be present at the Annual General Meeting and proposed Board members must be present at the General Meeting which decides on their election.
Every Componenta shareholder is entitled to attend the General Meeting. One share carries one vote at a General Meeting.
A shareholder is entitled to have a matter that, according to the Limited Liability Companies Act, falls within the competence of the General Meeting included in the agenda of the meeting, provided that the shareholder requests this from the Board in writing early enough for the matter to be included in the notice convening the General Meeting.
Componenta publishes, no later than by the end of the financial period preceding the Annual General Meeting, on its website, the date by shareholders must inform the Board of Directors of a matter that should be discussed in the Annual General Meeting.