The Annual General Meeting shall be held in either Jyväskylä or Helsinki on a date determined by the Board of Directors, no later than six months after the end of the financial year.
An Extraordinary General Meeting may be held if the Board of Directors deems it necessary or there are legal grounds for doing so.
Pursuant to the Articles of Association (Appendix 1), the General Meeting shall be convened by sending a registered letter to each shareholder at the address in the share register or by sending an invitation electronically to the email address given by the shareholder no later than eight days before the meeting.
All shareholders have the right to participate in General Meetings by following the instructions provided in the notice of the General Meeting. Shareholders can participate in the General Meeting themselves or by a proxy representative. Each share confers one vote at the General Meeting.
The General Meeting decides on matters within its authority pursuant to the Limited Liability Companies Act, such as confirming the financial statements, the distribution of profit, discharging the members of the Supervisory Board, the Board of Directors and the CEO from liability and any amendments to the Articles of Association. The General Meeting also appoints the members of the Board of Directors, the members of the Supervisory Board and the company’s auditors and decides on their remuneration. In addition, the General Meeting elects the members of the Shareholders’ Nomination Board.
The Shareholders’ Agreement between the company’s owners is also observed in the appointment of the members of the Board of Directors and the Supervisory Board. The Shareholders’ Agreement also includes more detailed provisions regarding the decision-making procedure concerning certain decisions.
Due to Neova Oy being a privately held company owned by two shareholders, the company does not publish the minutes of the General Meeting, proposals for resolutions or other meeting documents on its website. In accordance with the owners’ instructions, the General Meeting must be attended, at a minimum, by the Chair of the Board of Directors, the CEO and the auditor. Persons nominated for appointment to the Board of Directors for the first time do not necessarily need to be present at the General Meeting deciding on their appointment.
A separate press release shall be published regarding appointments and other significant decisions. The financial statements, notes to the financial statements and the Board of Directors’ Report are published on Neova’s website.