Resolutions of Kojamo plc's Annual General Meeting and the organizing meeting of the Board of Directors

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Kojamo plc Stock Exchange Release 14 March 2024 at 3.15 p.m. EET

HELSINKI, March 14, 2024 /PRNewswire/ -- Kojamo plc's Annual General Meeting was held in Helsinki today on 14 March 2024.The Annual General Meeting adopted the Financial Statements for 2023 and discharged the members of the Board of Directors and the CEO from liability. Additionally, the Annual General Meeting decided on the payment of dividend; the number, remuneration and composition of the members of the Board of Directors; the election of the auditor and its fees as well as authorisations of the Board of Directors. The Annual General Meeting approved the Remuneration Report 2023 and Remuneration Policy for the members of the Board of Directors, CEO, and deputy CEO of Kojamo.

The payment of dividend

The Annual General Meeting decided that no dividend be paid for the financial year 2023 as proposed by the Board of Directors.

The composition and remuneration of the Board of Directors

The Annual General Meeting decided that the number of the members of the Board of Directors to remain the same and to be seven (7) as proposed by the Shareholders' Nomination Board. Mikael Aro was elected as Chairman of the Board. The current members Kari Kauniskangas, Anne Koutonen, Mikko Mursula, Annica ?n?s and Andreas Segal, and as a new member Veronica Lindholm were elected as members of the Board of Directors.

It was decided that the members of the Board will be paid the following annual fees for the term ending at the conclusion of the Annual General Meeting in 2025:

  • Chairman of the Board EUR 74,000

  • Vice Chairman of the Board EUR 44,000

  • Other members of the Board EUR 37,000 and

  • Chairmen of the Board's Committees EUR 44,000.

The members of the Board are paid only one annual fee according to their role so that no overlapping fees will be paid. In addition, it was decided that an attendance allowance of EUR 700 be paid for each meeting and an attendance allowance of EUR 700 be paid for Committee meetings as well. For the members of the Board of Directors or the members of the Committees who reside abroad and do not have a permanent address in Finland, the attendance allowance will be multiplied by two (EUR 1,400), if attending the meeting requires travelling to Finland.

It was decided that the annual fee will be paid as company shares and cash so that approximately 40 per cent of the annual fee will be paid as Kojamo plc's shares and the rest will be paid in cash. The shares will be purchased in the name and on behalf of the members of the Board of Directors. The company will pay any transaction costs and transfer tax related to the purchase of the company shares. The shares in question can't be transferred earlier than two years from the transaction or before the term of the member of the Board of Directors has ended, depending which date is earlier. The shares shall be purchased within two weeks of the publication of Kojamo plc's Interim Report for 1 January – 31 March 2024.