General Meetings

 

The shareholders at the General Meetings exercise the supreme authority at Tecnotree. There are two categories of General Meeting: the Annual General Meeting (AGM) and the Extraordinary General Meeting.

Annual General Meeting

The Annual General Meeting is the highest decision-making body of Tecnotree Corporation and it convenes once a year. The responsibilities of the AGM are defined in the Finnish Companies Act and the Articles of Association of the company. The major matter subject to the decision-making authority of AGM include amendments to the Articles of Association, adoption of the financial statements, decisions on the distribution of profit, discharging the members of the Board of Directors and the CEO from liability, election the Board members and the company's auditors and decisions on their fees.

In addition to the above matters, the AGM handles the proposals made by the Board of Directors to the AGM. According to the Finnish Companies Act, a shareholder may present a written request to the company's Board of Directors to place a matter on the agenda of the next General Meeting. If a shareholder or shareholders holding at least 10% of all shares and voting rights, or the company's auditor, request that a specific matter be handled at a General Meeting, the Board of Directors shall, without delay, convene the General Meeting to handle the requested matter.

The AGM is held in the company's domicile, Espoo, or, if the Board of Directors so decides, in Helsinki.

Extraordinary General Meeting

An Extraordinary Meeting shall be held if the Board of Directors consider it to be necessary or if the company's auditor, or shareholder with al least on tenth (1/10) of all shares, so requests in writing for the consideration of a specific matter.

Advance information for shareholders

Before a General Meeting is held, Tecnotree makes available to shareholders information about the matters to be considered at the meeting. The notice of General Meeting and the proposals of the Board of Directors to the Meeting are published as a stock exchange release and on Tecnotree's Internet website, www.tecnotree.com . With this advance information, Tecnotree shareholders can determine if it is necessary for them to attend the General Meeting and exercise their voting rights and they can better prepare any questions they may wish to raise at the Meeting. Shareholders who are unable to attend the Meeting also obtain the information they need to make decisions.

Attendance of members of the Board and the CEO

The goal is that all the members of the Board and the CEO are present at the General Meeting, to provide interaction between the shareholders and the company’s management bodies and to fulfil the shareholders’ right to ask questions.

It is also the goal that persons who are being proposed as members of the Board of Directors for the first time are present at the Meeting that elects the Board members, unless they have pressing grounds for their absence.