Bank of Åland Plc: Decisions at the 2022 Annual General Meeting, Bank of Åland Plc (Ålandsbanken Abp)
31 March 2022 - 1:00AM
Bank of Åland Plc: Decisions at the 2022 Annual General Meeting,
Bank of Åland Plc (Ålandsbanken Abp)
Bank of Åland Plc Stock exchange release, decisions of general
meeting March 30, 2022, 17.00 EET
Decisions at the 2022 Annual General Meeting, Bank of
Åland Plc (Ålandsbanken Abp)
Adoption of financial statements and granting of
discharge from liability of those accountable
Today’s Annual General Meeting (AGM) of the Bank of Åland Plc
approved the adoption of the financial statements and the
consolidated financial statements for 2021 and granted discharge
from liability to those accountable for the financial year
2021.
Dividend distribution and announcement of the record
date for dividend payment
In accordance with the proposal of the Board of Directors, the
AGM approved the distribution of a dividend of EUR 1.55 per share
plus an extra dividend of EUR 0.45 per share for the accounting
period January 1, 2021 – December 31, 2021. The record date for
payment of the dividend is Friday, April 1, 2022. The dividend
payment date will be Friday, April 8, 2022.
Compensation report
The AGM dealt with the Bank’s compensation policy and adopted
it.
Election of the Board of Directors and fees for Board
members
The number of Board members was set at seven.
The AGM unanimously re-elected Board members Åsa Ceder, Anders Å
Karlsson, Nils Lampi, Christoffer Taxell, Ulrika Valassi and Anders
Wiklöf. In addition, the AGM unanimously elected Mirel Leino-Haltia
as a new Board member.
The term of office of Board members covers the period until the
end of the next AGM.
At the statutory meeting of the Board the same day, Nils Lampi
was elected as Chairman and Christoffer Taxell as Deputy Chairman
of the Board.
The Chairman will be paid an annual fee of EUR 35,000 and the
Deputy Chairman will be paid an annual fee of EUR 30,000.
Other Board members will each receive an annual fee of EUR
28,000.
In addition, a fee will be paid for each Board and committee
meeting attended.
For Board meetings, the Chairman will be paid a fee of EUR 1,000
per meeting and each other member EUR 750 per meeting. For
committee meetings, each Board member belonging to the committee
will be paid a fee of EUR 750 per meeting and each Board member who
is a committee chairman will be paid a fee of EUR 1,000 per
meeting.
Election of auditors and fees for auditors
The AGM re-elected Fredrik Westerholm, Authorised Public
Accountant (CGR), and Henry Maarala, Authorised Public Accountant
(CGR), as auditors. It also elected Sandra Eriksson, Authorised
Public Accountant (CGR), as a new auditor.
The firm of KPMG Oy Ab, Authorised Public Accountants (CGR), was
re-elected as the deputy auditor.
The term of office of the auditors covers the period until the
end of the next AGM.
The AGM approved the payment of the auditors’ fees as
invoiced.
Authorisation for the Board to make decisions on
acquisitions of the Company’s own shares
In accordance with the proposal of the Board of Directors, the
AGM decided to authorise the Board to approve acquisitions of the
Bank of Åland’s Series B shares as follows:
The number of Series B shares that may be acquired on the basis
of this authorisation may total no more than 1,500,000, which is
equivalent to about 10 per cent of all shares in the Company and
about 17 per cent of all Series B shares in the Company. The
Company’s own shares may be acquired on the basis of this
authorisation, other than in relation to shareholders’ holdings
(targeted acquisition) in case there are compelling reasons.
The shares may only be acquired using the Company’s unrestricted
equity capital. The highest share price may not exceed the highest
price paid in public trading on the Nasdaq Helsinki Oy (Helsinki
Stock Exchange) on the day of the acquisition, and the lowest share
price may not be less than a price that is 10 per cent lower than
the lowest price paid for the Company’s shares in public trading on
the Nasdaq Helsinki Oy on the day of the acquisition. The shares
may be acquired in one or more rounds.
The Bank’s own shares may be acquired in order to be used as
part of the Company’s incentive system or be annulled.
The Board shall decide on all other conditions for the
acquisition of the Bank’s own shares. This authorisation will be in
force until the end of the next AGM, but no longer than until
September 30, 2023.
The Board of Directors
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