Shareholder’s right to place items on the agenda of a general meeting
A shareholder has the right to place an item on the agenda of the annual general meeting if such item falls within the shareholder’s decision-making power by virtue of the Limited Liability Companies Act. Shareholders’ potential requests to place items on the agenda of the annual general meeting 2021 shall be submitted in writing to the company’s Board of Directors by 19 January 2021.
Such requests can be submitted by mail or e-mail to the addresses below:
Vaisala Corporation / Group General Counsel
P.O. Box 26
FI-00421 Helsinki, Finland[email protected]
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
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.