Authorisations

The AGM authorised the Board of Directors to decide on a share buyback programme, where at most 350,000 of the company’s shares would be acquired, in one or more instalments, using the company’s unrestricted equity. The authorisation entitles the Board of Directors to decide on the acquisition of shares also otherwise than in proportion to the shareholdings of the shareholders (directed acquisition). The authorisation covers the acquisition of shares either on the First North Growth Market in accordance with its rules and guidelines, in which case the purchase price will be determined by the share price at the time of acquisition, or by means of a purchase offer to the shareholders, in which case the purchase price must be the same for all shareholders. The company’s own shares will be purchased to be used for conducting acquisitions or other arrangements related to the company’s business, to improve the company’s financing structure, as part of the implementation of the company’s incentive schemes or to be transferred or cancelled. The authorisation includes the right for the Board of Directors to decide on all other terms and conditions pertaining to the acquisition of the company’s own shares. The authorisation is valid until the end of the next AGM, but until 30 June 2025 at the latest.

The AGM decided to authorise the Board of Directors to decide on the share issue of a maximum of 583,000 shares in one or more tranches. The shares can be used for financing acquisitions or restructuring, or for other purposes in the way and to the extent decided by the Board of Directors, a maximum of 483,000 shares, and as part of the personnel’s incentive schemes, a maximum of 100,000 shares. The authorisation concerns issuing new shares as well as transferring treasury shares held by the company (share issue). The authorisation entitles the Board of Directors to decide on all other terms and conditions of the share issue. The Board of Directors may decide to issue shares otherwise than in proportion to the shareholdings of the shareholders (directed share issue). The share issue authorisation with regard to shares used for acquisitions and restructuring is valid until the end of the next AGM, but until 30 June 2025 at the latest, while the authorisation with regard to shares related to incentive schemes for the company’s personnel is valid for four years from the decision of the AGM. The authorisation does not revoke the previous authorisations granted by the AGM to the Board of Directors on 6 May 2021, 5 May 2022 and 4 May 2023, to the extent that the previous authorisations concern shares issued as part of the personnel incentive schemes.

The AGM authorised the Board of Directors to decide on donations of at most EUR 50,000 in total to training and research activities that support the company’s business or to non-profit or comparable causes.

The AGM authorised the Board of Directors to, at its discretion, decide on the distribution of an additional dividend of a maximum of EUR 1.00 per share from the parent company’s distributable funds. The company will publish such a decision separately and will at the same time confirm the final record and payment dates. The authorisation is valid until the beginning of the next AGM. Whether the authorisation of the Board of Directors will be used to pay an additional dividend or not depends on the capital requirements of the following strategy period (2024–2027), which the company strives to announce by the end of 2023.

The AGM authorised the Board of Directors to decide on a share buyback programme, where at most 350,000 of the company’s shares would be acquired, in one or more instalments, using the company’s unrestricted equity. The authorisation entitles the Board of Directors to decide on the acquisition of shares also otherwise than in proportion to the shareholdings of the shareholders (directed acquisition). The authorisation covers the acquisition of shares either on the First North Growth Market in accordance with its rules and guidelines, in which case the purchase price will be determined by the share price at the time of acquisition, or by means of a purchase offer to the shareholders, in which case the purchase price must be the same for all shareholders. The company’s own shares will be purchased to be used for conducting acquisitions or other arrangements related to the company’s business, to improve the company’s financing structure, as part of the implementation of the company’s incentive schemes or to be transferred or cancelled. The authorisation includes the right for the Board of Directors to decide on all other terms and conditions pertaining to the acquisition of the company’s own shares. The authorisation is valid until the end of the next AGM, but until 30 June 2024 at the latest.

The AGM authorised the Board of Directors to decide on the share issue of a maximum of 300,000 shares in one or more tranches. The shares can be used for financing acquisitions or restructuring or for other purposes in the way and to the extent decided by the Board of Directors, a maximum of 200,000 shares, or as part of the personnel’s incentive schemes, a maximum of 100,000 shares. The authorisation concerns issuing new shares as well as transferring treasury shares held by the company (share issue). The authorisation entitles the Board of Directors to decide on all other terms of the share issue. The Board of Directors may decide to issue shares otherwise than in proportion to the shareholdings of the shareholders (directed share issue). The authorisation of the Board with regard to shares used for acquisitions and restructuring is valid until the end of the next AGM, but until 30 June 2024 at the latest, while the authorisation with regard to shares related to incentive schemes for the company’s personnel is valid for four years from the decision of the AGM. The authorisation does not revoke the previous authorisations granted by the AGM to the Board of Directors on 25 June 2020, 6 May 2021 and 5 May 2022 to the extent that the previous authorisations concern shares issued as part of the personnel incentive schemes.

The AGM authorised the Board of Directors to decide on donations of at most EUR 50,000 in total to training and research activities that support the company’s business or to non-profit or comparable causes.

The AGM authorised the Board of Directors to decide on issuing a maximum of 683,000 shares. The shares can be used for financing acquisitions or restructuring, a maximum of 483,000 shares, as part of the personnel’s incentive schemes, a maximum of 200,000 shares, or for other purposes in the way and to the extent decided by the Board of Directors.

The authorisation concerns issuing new shares as well as transferring treasury shares held by the company. The authorisation entitles the Board of Directors to decide on all other terms of the share issue. The Board of Directors may decide to issue shares otherwise than in proportion to the shareholdings of the shareholders (directed share issue).

The share issue authorisation with regard to shares used for acquisitions and restructuring is valid until the end of the next AGM, but until 30 June 2023 at the latest, while the share issue authorisation with regard to shares related to incentive schemes for the company’s personnel is valid for four years from the decision of the AGM. The authorisation does not revoke the previous authorisations granted by the AGM to the Board of Directors on 25 June 2020 and 6 May 2021 to the extent that the previous authorisations concern shares issued as part of the personnel incentive schemes.

The AGM authorised the Board of Directors to decide on donations of at most EUR 100,000 in total to training and research activities that support the company’s business or to non-profit or comparable causes.

The AGM authorised the Board of Directors to decide on the acquisition of at most 230,000 of the company’s shares, in one or more instalments, using the company’s unrestricted equity. The authorisation gives the Board of Directors the right to decide on the acquisition of shares otherwise than in proportion to the shareholdings of the shareholders (directed acquisition). The authorisation covers the acquisition of shares either on the First North Market in accordance with its rules and guidelines, in which case the purchase price will be determined by the share price at the time of acquisition, or by means of a purchase offer to the shareholders, in which case the purchase price must be the same for all shareholders.

The company’s own shares will be purchased to be used for carrying out acquisitions or other arrangements related to the company’s business, to improve the company’s financing structure, as part of the implementation of the company’s incentive schemes or to be transferred or cancelled. The authorisation includes the right for the Board of Directors to decide on all other terms and conditions pertaining to the acquisition of the company’s own shares. The authorisation is valid until the end of the next AGM, but until 30 June 2022 at the latest.

On 6 May 2021, the AGM authorised the Board of Directors to decide on issuing a maximum of 660,000 shares. This authorisation applies to issuing new shares as well as the company’s own shares held by it. The shares can be issued as consideration in business arrangements (at most 580,000 shares) or as part of the personnel’s incentive schemes (at most 80,000 shares). The share issue authorisation with regard to shares used for acquisitions and restructuring is valid until the end of the next AGM, but until 30 June 2022 at the latest, while the share issue authorisation with regard to shares related to incentive schemes for the company’s personnel is valid for four years from the decision of the AGM. The authorisation does not revoke the previous authorisations granted by the AGM to the Board of Directors on 9 May 2019 and 25 June 2020 to the extent that the previous authorisations concern shares issued as part of the personnel incentive schemes.

The AGM authorised the Board of Directors to decide on a donation of at most EUR 50,000 to training and research activities that support the company’s business or to non-profit or comparable causes.

On 25 June 2020, the AGM authorised the Board of Directors to decide on issuing a maximum of 170,000 shares as part of the personnel’s incentive schemes. This authorisation applies to issuing new shares as well as the company’s treasury shares. The share issue authorisation is valid for four years from the decision of the AGM. The authorisation does not revoke the previous authorisation granted by the AGM to the Board of Directors on 9 May 2019 to the extent that the previous authorisation concerns shares issued as part of the personnel incentive schemes.