A. Resolutions taken by the Annual General Meeting
The Annual General Meeting of
In accordance with the proposal of the Board of Directors, the General Meeting resolved that a return of capital of
The return of capital will be paid to shareholders who are registered in the company's register of shareholders, maintained by
Adoption of the Remuneration Report for governing bodies
In accordance with the proposal of the Board of Directors, the General Meeting decided to adopt the Remuneration Report for the governing bodies. The resolution on the adoption of the Remuneration Report is advisory.
Adoption of the Remuneration Policy for governing bodies
In accordance with the proposal of the Board of Directors, the General Meeting decided to adopt the Remuneration Policy for the governing bodies. The resolution on the adoption of the Remuneration Policy is advisory.
Remuneration of the members of the Board of Directors
In accordance with the proposal of the Shareholders' Nomination Board, the General Meeting resolved that the annual remuneration of the Members of the Board of Directors is as follows: the Chair of the Board of Directors
In accordance with the proposal by the Shareholders' Nomination Board, the General Meeting resolved that a member of the Board of Directors may, at his/her discretion, choose to receive the annual fixed remuneration partly in company shares and partly in cash so that approximately 40% of the annual fixed remuneration is paid in
In addition, the General Meeting resolved that in accordance with the proposal of the Shareholders' Nomination Board, meeting fees for each meeting of the Board of Directors that a Member of the Board has attended are paid according to the earlier practice so that the Chair of the Board is paid
In addition, the General Meeting resolved in accordance with the proposal of the Shareholders' Nomination Board that the meeting fees for the People and Remuneration and Audit Committees remain unchanged and that all members of the Audit and People and Remuneration Committees will be paid a meeting fee of
Composition of the Board of Directors
In accordance with the proposal of the Shareholders' Nomination Board, the number of members of the Board of Directors was resolved to be seven (7). The General Meeting decided, in accordance with the proposal of the Shareholders' Nomination Board, to re-elect as members of the Board of Directors the current members of the Board of Directors, Mr.
Auditor
In accordance with the proposal of the Board of Directors, the General Meeting elected the authorized public accounting firm
Authorization to the Board of Directors to decide on the repurchase as well as on the acceptance as pledge of the company's own shares
In accordance with the proposal of the Board of Directors, the General Meeting authorized the Board of Directors to decide on the repurchase as well as on the acceptance as pledge of the company's own shares in one or several tranches as follows.
The number of own shares to be repurchased or accepted as pledge shall not exceed 8,000,000 shares, which corresponds to approximately 10 per cent of all registered shares in the company, subject to the provisions of the Finnish Companies' Act on the maximum amount of shares owned by or pledged to the company or its subsidiaries. Only the unrestricted equity of the company can be used to repurchase own shares on the basis of the authorization.
Own shares can be repurchased at a price formed in public trading on the date of the repurchase or at a price otherwise formed on the market.
The Board of Directors decides how own shares will be repurchased or accepted as a pledge. Own shares can be repurchased otherwise than in proportion to the shareholdings of the shareholders (directed repurchase).
The authorization is effective until
Authorization to the Board of Directors to decide on the issuance of shares as well as the issuance of option rights and other special rights entitling to shares
In accordance with the proposal of the Board of Directors, the General Meeting authorized the Board of Directors to resolve on one or more issuances of shares which contain the right to issue new shares or dispose of the shares in the possession of the company and to issue option rights or other special rights entitling to shares pursuant to Chapter 10 of the Finnish Companies Act. The authorization consists of up to 8,000,000 shares in the aggregate representing approximately 10 per cent of the current number of shares in the company.
The authorization does not exclude the Board of Directors' right to decide on a directed issue of shares. The authorization can be used for material arrangements from the company's point of view, such as financing or implementing business arrangements or investments or for other such purposes determined by the Board of Directors in which case a weighty financial reason for issuing shares, option rights or other special rights and possibly directing a share issue would exist.
The Board of Directors was authorized to resolve on all terms and conditions of the issuance of shares, option rights and other special rights entitling to shares as referred to in Chapter 10 of the Companies Act, including the payment period, grounds for the determination of the subscription price and subscription price or allocation of shares, option rights or other special rights free of charge or that the subscription price may be paid besides in cash also by other assets either partially or entirely (contribution in kind).
The authorization is effective until
Minutes of the Annual General Meeting
The minutes of the Annual General Meeting will be available on the company's website at www.glaston.net/annual-general-meeting-2024/ at the latest on
B. Decisions of the organization meeting of the Board of Directors
In its organization meeting held after the Annual General Meeting, the Board of Directors re-elected
The Board of Directors resolved upon the composition of the Board committees as follows:
Audit Committee
People and
The Board of Directors has assessed the independence of its members and determined that all Board members are independent of the company except for
Further information:
Glaston is the glass processing industry's innovative technology leader supplying equipment, services and solutions to the architectural, mobility, display and solar industries. The company also supports the development of new technologies integrating intelligence to glass.
Glaston is committed to providing its clients with both the best know-how and the latest technologies in glass processing, with the purpose of building a better tomorrow through safer, smarter, and more energy efficient glass solutions. Glaston operates globally with manufacturing, services and sales offices in nine countries and its shares (GLA1V) are listed on
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