The shareholders exercise their decision-making power at the General Meeting which is the highest decision-making body in the Company. Each Company share entitles the holder to one vote at a General Meeting. The Company must hold one Annual General Meeting for shareholders annually, by the end of June. An Extra Ordinary General Meeting will be held, if the Board of Directors deems it necessary or if it is requested in writing by a Company auditor or shareholders holding a minimum of 10 per cent of the Company's shares, for the purpose of discussing a specific issue. A shareholder may exercise his/her right to speak, ask questions and vote at the General Meeting. The matters to be considered at the Annual General Meeting (AGM) are specified in section 8 of Etteplan’s Articles of Association and in Chapter 5, Section 3 of the Companies Act.

Articles of Association

Resolutions of the General Meeting are published without delay after the meeting by a stock exchange release and on the Company’s website.

Information on general meetings to shareholders

The Board shall convene the Annual General Meeting or an Extraordinary General Meeting with a summons to be published on the Company’s website. The summons must list the agenda for the meeting. The Board may also decide to publish the invitation to the General Meeting in one Finnish national newspaper, determined by the Board. The summons to a meeting and the Board’s proposals for the meeting are also published as a stock exchange release.

The notice of the General Meeting includes a proposal for the agenda of the meeting. The notice of the General Meeting, documents to be submitted to the General Meeting, and draft resolutions to the General Meeting will be available on the Company’s website at the earliest two months and at the latest three weeks before the General Meeting.

The minutes of the General Meeting shall be posted on the Company’s website within two weeks of the General Meeting. The documents related to the General Meeting shall be available on the Company’s website at least for five years after the General Meeting.

Organization of the general meeting

According to the Company’s Articles of Association the General Meeting shall be held in the Company's domicile or in Lahti, Vantaa or Helsinki as decided by the Board of Directors of the Company.

To be able to participate in General Meeting, a shareholder must be registered on the record date of the General Meeting in Etteplan Oyj's shareholder register, maintained by Euroclear Finland Ltd. A nominee registered shareholder who intends to take part in General Meeting is advised to request the necessary instructions regarding entry in the Company’s shareholder register and the issuing of proxy documents from their account holder. A notification by a holder of nominee registered shares for temporary inclusion in the Company’s shareholders’ register is perceived as prior notice of participation in the General Meeting.

Shareholders must register for a General Meeting in advance, within the time prescribed in the summons. A shareholder may participate in a General Meeting personally or through a duly authorized proxy. The proxy must present a power of attorney form for such authorization. Upon registration for a General Meeting, the shareholder must report to the Company any powers of attorney issued. The shareholder and proxy may have an assistant present at the meeting.

A shareholder present at the Annual General Meeting has the right to request information on matters to be considered at the meeting. A shareholder also has the right to propose items for the agenda of the Annual General Meeting, as stipulated in the Finnish Companies Act, when the shareholder delivers a written proposal to the Board of Directors so well in advance that the item can be included in the notice to the meeting. The deadline set by the Company for such proposals is January 31, 2021.

Attendance of the board of directors, managing director and auditor at the general meeting

The Chairman of the Board of Directors and the members of the Board and its Committees as well as the CEO shall attend the General Meeting. In addition, the Auditor shall be present at the Annual General Meeting.

Attendance of a prospective director at a general meeting

A person proposed for the first time as Director shall participate in the General Meeting that decides on his or her election, unless there are well-founded reasons for absence.

Reasons to invest in us

Key financial data

5 year history

Back to Key financial data EUR 1,000, Financial period Jan 1 – Dec 31 2020 2019 2018 2017 2016 Revenue 259,702 263,292 236,477 214,768 183,938 Change in revenue, % -1.4 11.3 10.1 16.8 30.3 Operating profit (EBITA) 26,172 25,964 22,555 17,387 12,070 % of revenue 10.1 9.9 9.5 8.1 6.6 Operating profit (EBIT) 22,380 22,819 20,184 15,484 10,131 % of revenue 8.6 8.7 8.5 7.2 5.5 Profit before taxes  21,080 21,924 19,396 14,745 9,441 % of revenue 8.1 8.3 8.2 6.9 5.1 Profit for the financial year 17,077 17,387 15,280 11,586 7,604 Return on equity, % 20.8 24.1 24.4 20.9 17.4 ROCE, % 16.0 19.9 21.3 17.8 14.8 Equity ratio, % 40.5 38.9 42.9 40.7 40.0 Gross investments 29,697 36,908 16,527 7,589 30,186 % of revenue 11.4 14.0 7.0 3.5 16.4 Net gearing, % 46.6 52.6 29.8 43.0 55.9 Personnel, average 3,320 3,305 2,995 2,711 2,407 Personnel at year end 3,267 3,447 3,055 2,802 2,545 Staff costs 177,301 172,520 156,183 144,965 129,172   Back to Key financial data Read more

Consolidated statement of comprehensive income

Back to Key financial data   EUR 1,000 Jan 1 – Dec 31, 2020   Jan 1 – Dec 31, 2019   Revenue 259,702   263,292   Other operating income 3,622   2,582   Materials and services -23,317   -26,550   Staff costs -177,301   -172,520   Other operating expenses -22,300   -29,273   Depreciation and amortization -18,026   -14,712   Operating profit (EBIT) 22,380 8.6% 22,819 8.7% Financial income 422   695   Financial expenses -1,722   -1,590   Profit before taxes 21,080   21,924   Income taxes -4,003   -4,536   Profit for the financial year 17,077   17,387   Other comprehensive income, that may be reclassified to profit or loss         Currency translation differences 1,415   -398   Other comprehensive income, that will not be reclassified to profit or loss         Change in fair value of equity investments at fair value through other comprehensive income -7   -75   Other comprehensive income for the year, net of tax 1,409   -473   Total comprehensive income for the year 18,486   16,915             Profit for the financial year attributable to         Equity holders of the parent company 17,077   17,387   Total comprehensive income attributable to         Equity holders of the parent company 18,486   16,915   Earnings per share calculated from the profit attributable to equity holders of the parent company         Basic earnings per share, EUR 0.69   0.70   Diluted earnings per share, EUR 0.69   0.70     The notes are an integral part of the Financial Statements.   Back to Key financial data Read more

Consolidated statement of financial position

Back to Key financial data   EUR 1,000  Dec 31, 2020 Dec 31, 2019 ASSETS     Non-current assets     Goodwill 83,685 79,044 Other intangible assets 26,011 27,472 Tangible assets 25,698 17,264 Investments at fair value through other comprehensive income 378 387 Other non-current receivables 54 54 Deferred tax assets 493 259 Non-current assets, total 136,320 124,480       Current assets     Inventory 336 313 Work in progress 17,764 22,498 Trade and other receivables 38,883 39,332 Current tax assets 208 401 Cash and cash equivalents 24,407 15,878 Current assets, total 81,598 78,421 TOTAL ASSETS 217,918 202,901       EQUITY AND LIABILITIES     Equity     Share capital 5,000 5,000 Share premium account 6,701 6,701 Unrestricted equity fund 20,101 20,101 Own shares -124 -700 Cumulative translation adjustment -2,884 -4,299 Other reserves 101 108 Retained earnings 58,178 49,829 Equity, total 87,074 76,740       Non-current liabilities     Deferred tax liabilities 6,502 6,481 Loans from financial institutions 12,900 24,900 Lease liabilities 8,608 8,216 Other non-current liabilities 27 27 Non-current liabilities, total 28,038 39,624       Current liabilities     Loans from financial institutions 27,583 15,757 Lease liabilities 15,883 7,381 Advances received 2,770 5,378 Trade and other payables 54,608 55,588 Current income tax liabilities 1,962 2,433 Current liabilities, total 102,806 86,537 Liabilities, total 130,844 126,161 TOTAL EQUITY AND LIABILITIES 217,918 202,901   The notes are an integral part of the financial statements.   Back to Key financial data Read more

Consolidated statement of cash flows

Back to Key financial data   EUR 1,000 Jan 1 - Dec 31, 2020 Jan 1 - Dec 31, 2019 OPERATING CASH FLOW     Cash receipts from customers 267,784 263,365 Operating expenses paid -223,600 -225,189 Operating cash flow before financial items and taxes 44,184 38,176       Interest and payment paid for financial expenses -1,257 -1,192 Interest received 79 162 Income taxes paid -5,010 -4,262 Operating cash flow (A) 37,997 32,884       INVESTING CASH FLOW     Purchase of tangible and intangible assets -1,639 -2,063 Acquisition of subsidiaries, net of cash acquired -5,885 -21,049 Proceeds from sale of tangible and intangible assets 30 81 Proceeds from sale of investments 0 215 Investing cash flow (B) -7,494 -22,816       Cash flow after investments (A+B) 30,503 10,068       FINANCING CASH FLOW     Purchase of own shares 0 -519 Issue of new current loans 11,698 2,020 Repayments of current loans -12,217 -8,440 Issue of new non-current loans 0 13,500 Repayments of non-current loans -695 0 Payment of lease liabilities -12,131 -9,624 Dividend paid -8,682 -7,454 Financing cash flow (C) -22,028 -10,517       Variation in cash (A+B+C) increase (+) / decrease (-) 8,475 -449       Assets at the beginning of the financial period 15,878 16,115 Exchange gains or losses on cash and cash equivalents 55 212 Assets at the end of the financial period 24,407 15,878   The notes are an integral part of the Financial Statements.   Back to Key financial data Read more

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Etteplan Oyj's rights issue 2016

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Audit Committee

The Board of Directors of Etteplan Oyj has appointed an Audit Committee among the Directors. The Board has confirmed the central duties and operating principles of the committee in a written charter. The Audit Committee reports regularly on its work to the Board. Read more

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