General Meetings

Annual General Meeting 2020

Vaisala Corporation's Annual General Meeting was held on Wednesday June 3, 2020 at 4:00 p.m. at Vaisala Corporation's head office, Vanha Nurmijärventie 21, 01670 Vantaa, Finland. Shareholders of Vaisala and their proxy representatives participated in the meeting and exercised their rights as shareholders only through voting in advance as well as by making counterproposals and presenting questions in advance.

Board of Directors of Vaisala resolved on the exceptional procedure for the meeting based on the temporary legislative act to limit the spread of the Covid-19 pandemic approved by the Finnish Parliament on April 24, 2020. The Company resolved to take actions enabled by the act in order to hold the meeting in a predictable manner, taking into account the health and safety of the Company‘s shareholders, personnel and other stakeholders. 

The recording for the web stream is available below (in Finnish) 
Important dates

Record date of Annual General Meeting May 22, 2020
Nominee registered shares entered in the temporary Register of Shareholder May 29, 2020 at 10 a.m. Finnish time
Registration period and advance voting period commence May 11, 2020
Registration period and advance voting period end May 27, 2020 at 4 p.m. Finnish time
Last day to send counterproposals to the AGM

May 8, 2020

Counterproposals are published May 11, 2020
Last day to send questions to the AGM May 19, 2020 at 4 p.m. Finnish time
Responses to the questions sent May 25, 2020
Dividend record date June 5, 2020
Dividend payment date June 12, 2020

 

 

Questions
Question:
I’d like to ask if performance criteria for short and long term incentive policies could be clarified and if used criteria could be published at least afterwards, and if you could give examples of currently used criteria? Now the criteria is on rather general level, so these clarifications would help to assess the incentive plans. Costs for share-based incentive plans published in 2019 Annual Report have been on significant during recent years. For three last years the costs for share-based incentive plans have been MEUR 9,9 in total. Are there any changes planned to make sure that the costs would be on reasonable level in the future? 

Answer:
Vaisala's short-term incentive plans are measured by operating profit and net sales. In addition to these, key performance measures such as on-time-delivery can be used. 
Vaisala's long-term incentive plans are measured by operating profit and total shareholder return (TSR). The total cost of the share-based incentive plan on target level has remained on the same level in the plans resolved during recent years. In 2018, the accounting rules for share-based incentive plans changed, but until 2017, the cost of the plan's cash portion was valued at share price on the balance sheet date. This valuation could have significant impact the cost of the plan during the program.
 

Documents

Minutes of the meeting (in Finnish)
Resolutions by the Annual General Meeting
Review by the President and CEO (in Finnish)
Advance voting form
Proxy form
Notice to the Annual General Meeting
Board proposals to the AGM
Financial Statement Release 2019
Antti Jääskeläinen CV
Remuneration policy
Annual Report 2019

 

Privacy Policy

General Meeting

The General Meeting is the supreme decision-making body of Vaisala, in which all the shareholders of the company can participate in the supervision and control of the company and exercise their right to vote, speak, and ask questions. The Annual General Meeting is held once a year before the end of June on a date determined by the Board of Directors. It decides on the matters stipulated in the Finnish Limited Liability Companies Act and the Articles of Association. The decisions are mainly made with simple majority of votes.

The Chairman of the Board of Directors, members of the Board of Directors, and the President and CEO are present at the Annual General Meeting. The auditor is present at the Annual General Meeting. Board member candidates are present at the Annual General Meeting where they are elected. If the above-mentioned person or persons fail to attend the Annual General Meeting, Vaisala notifies the General Meeting of such non-attendance. The members of the Management Group participate in the Annual General Meeting, if possible. Participation in the General Meeting requires that the shareholder is registered in Vaisala’s shareholder register, maintained by Euroclear Finland Ltd, on the record date of the meeting, and that he/she registers for the meeting by the date mentioned in the meeting notice.

Shareholders are entitled to have an issue placed on the agenda of the Annual General Meeting, provided that the issue can be decided upon by the Annual General Meeting according to the Limited Liability Companies Act. The request must be submitted in writing to the Board of Directors early enough that the issue can be included in the meeting notice. The company announces the date by which the shareholder must notify the Board of Directors of an issue to be added to the agenda of the Annual General Meeting on its website. The date is available by the end of the previous financial year.

Vaisala publishes a notice of the Annual General Meeting no more than two months before the record date and no less than three weeks before the meeting on the company’s website or in any other way that may be decided by the Board of Directors, or Vaisala may deliver it directly to shareholders when required by law. In addition, Vaisala publishes a meeting notice as a stock exchange release after the Board of Directors has decided on the convening of the Annual General Meeting.

Agenda of the Annual General Meeting, proposals on decisions, and meeting documents are available on the company’s website at least three weeks prior to the meeting. Documents of the Annual General Meeting will be held on the company’s website for at least five years from the time of the meeting. Minutes of a meeting will be published on the company’s website within two weeks of the meeting.
 

Corporate Governance Statement 2019

AGM archive

2019 Annual General Meeting

2018 Annual General Meeting

2017 Annual General Meeting

2016​ Annual General Meeting

​2015 Annual General Meeting

2014 Annual General Meeting

2013 Annual General Meeting

2012 Annual General Meeting

2011 Annual General Meeting

Description of the privacy protection

Personal Data Act (523/1999) Section 10 and 24

Date of drafting: January 17, 2014

The purpose of the register is to enable shareholders of the Vaisala Corporation to register for Annual General Meetings and Extraordinary General Meetings on the Internet. A technical provider of the service is Euroclear Finland Oy.

The enabling of the registrations for the General Meetings on the Internet requires the collection of personal data of Vaisala Corporation’s shareholders. The collection of personal data is needed in order to identify shareholders and the ownership of shares for confirming the right to participate in the General Meetings.

The personal data collected shall be used only for preparing a list of participants, a list of votes, ballots and for organizing the potential polling. There shall also be a list of participants attached to the minutes of General Meeting including the names of the shareholders which participated in General Meeting, names of their proxies and number of shares and votes. The usage of the register shall not continue after each General Meeting.

The processing of personal data is outsourced to Euroclear Finland Oy in compliance with Section 8, Subsection 1.7 of Personal Data Act. If the shareholder registers in advance on the Internet, Euroclear Finland Oy shall operate as the technical provider of the collection of personal data. The connection from the user’s browser to the server of Euroclear Finland Oy is encrypted with SSL technology.