General meeting of shareholders
Annual general meeting of SATO Corporation on 23rd March 2023
SATO Corporation’s Annual General Meeting was planned to be held on Wednesday, 1 April 2020, but due to the coronavirus outbreak, the meeting was postponed. See details below.
Notice of Annual General Meeting (.pdf)
Annual General Meeting Presentation (.pdf)
Minutes (Unofficial translation of the Finnish original minutes), Annual General Meeting
Minutes (Unofficial translation of the Finnish original minutes), Annual General Meeting 1/2018
Notice: Welcome to the Annual General Meeting Fri 23rd Mar 2018 »
Shareholders Nomination Committee proposals »
Board of Directors proposals »
Report of the Board of Directors 2017 »
Financial Report 2017 »
Auditor's Report 2017 »
Notice is hereby given to the shareholders of SATO Corporation to the Annual General Meeting to be held in the SATO building auditorium (address: Panuntie 4, FI-00610 Helsinki) on Wednesday 8 March 2017 at 12:00 pm. The reception of registered participants and the distribution of voting tickets will commence at 11:30 am.
Minutes, Annual General Meeting 1/2017
Notice of Annual General Meeting
Financial Statements 2016
Auditor's Report 2016
The person proposed as new member of the Board
Proposed composition of the Board of Directors
Adoption of financial statements and discharge from liability
On 3 March 2016 the Annual General Meeting of SATO Corporation adopted the Company’s financial statements for the financial year of 1 January to 31 December 2015 and discharged the members of the Board of Directors and the President and CEO from liability for the 2015 financial year.
Board of Directors
A decision was made to set the number of members of the Board of Directors of SATO Corporation at seven.
The Annual General Meeting elected Erik Selin to serve as Chairman of the Board. Members Andrea Attisani, Jukka Hienonen, Esa Lager, Tarja Pääkkönen and Timo Stenius were re-elected to the Board, and Marcus Hansson was elected to the Board as a new member.
Auditor
KPMG Oy Ab, a firm of authorised public accountants, was re-elected auditor, with Lasse Holopainen, APA, serving as the auditor in charge.
Authorisation of the Board of Directors to decide on one or more directed share issues against payment
The Board of Directors was authorised by the Annual General Meeting to decide on one or more directed share issues against payment such that the combined total number of new shares to be issued will not exceed 3,000,000, which corresponds to around 5.9% of all shares in the Company on the date of AGM invitation,
9 February 2016. On the basis of this authorisation, the Board of Directors may decide on the share issue according to the terms mentioned in the law directed i.e. deviated from the shareholders’ pre-emptive rights. The Board of Directors may use the directed share issue for acquisition of assets relating to the Company’s business operations or to finance or execute company acquisitions. The Board of Directors was authorised to decide on the other terms of the share issue. The authorisation remains in effect until and inclusive of 28 February 2017.
The authorisation decision does not revoke the authorisation given by the Annual General Meeting on 3 March 2015 whereby the Board of Directors may decide on one or more directed share issues concerning a maximum of 160,000 treasury shares held by the Company.
Authorisation of the Board of Directors to decide on a share issue against payment
Furthermore, the Board of Directors was authorised by the Annual General Meeting to decide on a share issue of the maximum of 5,200,000 new shares to the shareholders for subscription in the proportion of their existing shareholdings in the Company. The authorised maximum amount corresponds to about 10.2% of the Company's shares on 9 February 2016. The Board of Directors was authorised to decide on the other terms of the share issue. The authorisation remains in effect until and inclusive of 28 February 2017.
The authorisation decision does not revoke the above-mentioned share issue authorisation or the authorisation given by the annual general meeting on 3 March 2015 whereby the Board of Directors may decide on one or more directed share issues concerning a maximum of 160,000 treasury shares held by the Company.
Dividend distribution
The Annual General Meeting decided, in accordance with the proposal of the Board of Directors, on the payment of a dividend of €0.50 per share for 2015, totalling €25,420,921.00. The dividends will be paid to shareholders who at the date of record for the payment, 7 March 2016, are entered as shareholders in the Company’s register of shareholders maintained by Euroclear Finland Ltd. The date of payment for will be Tuesday, 22 March 2016.
SATO Corporation's extraordinary general meeting, on 22 October 2015, decided to elect Erik Selin, CEO of Fastighets AB Balder, to be a new member of SATO’s Board of Directors starting from 22 October 2015. He is independent of the company and not independent of the main shareholders.
Board member Niina Rajakoski has resigned from the Board of Directors.
Other Board members will continue in their posts: Esa Lager as Chair of the Board, Jukka Hienonen as Deputy Chair, and Andrea Attisani, Tarja Pääkkönen, Timo Stenius and Ilkka Tomperi as members of the Board.
Adoption of financial statements and release from liability
The annual general meeting of SATO Corporation on 3 March 2015 adopted the Company’s financial statements for the financial year of 1 January – 31 December 2014 and released the members of the Board of Directors and the President and CEO from liability for the 2014 financial year.
Board of Directors
The number of members on the Board of Directors of SATO Corporation was decided as seven.
The annual general meeting elected Esa Lager to serve as Chairman of the Board. Members Andrea Attisani, Niina Rajakoski, Tarja Pääkkönen and Ilkka Tomperi were re-elected to the Board. They are joined by new Board members Jukka Hienonen and Timo Stenius.
Auditor
KPMG OY, an audit firm approved by the Central Chamber of Commerce, was re-elected auditor. Auditor in charge is APA Lasse Holopainen.
Establishment of Nomination Committee
The annual general meeting resolved to establish a shareholders’ nomination committee. This committee is tasked with preparing proposals to the annual general meeting regarding candidates for Board membership and the remuneration of Board members. The annual general meeting also adopted rules of procedure for the Nomination Committee.
The Nomination Committee consists of representatives of the Company’s four largest shareholders. The Chairman of the Board serves on the Committee as an expert member. The right to designate members to represent shareholders on the Committee is held by those four shareholders who on the 1st of the October preceding the annual general meeting hold the highest number of votes conferred by all shares in the Company. The Committee elects a chairman from among its number. The Nomination Committee is required to submit its proposal to the Company’s Board of Directors no later than on the 20th of the January preceding the annual general meeting.
Authorisation to Board of Directors to decide on share issue
The Board of Directors was authorised to decide on one or more share issues against payment such that the combined number of treasury shares held by the Company to be issued shall not exceed 160,000 shares. The proposed maximum number is equal to 0.3% of all shares in the Company. The Board of Directors will decide on the terms of the share issue and the share subscription price and its determination criteria as well as all other terms related to the issue. The Board of Directors may decide to issue shares in derogation from the shareholders’ pre-emptive right (directed share issue) when there is a weighty financial reason for the Company to do so. The authorisation remains in effect until 28 February 2020 inclusive.
Dividend distribution and capital repayment
The general meeting decided, in accordance with the proposal of the Board of Directors, on a dividend and capital repayment of €0.62 per share for 2014, a total of €31,521,942.04. The dividend of €0.20 per share and the capital repayment of €0.42 per share will be paid to shareholders who at the record date for the payment, 5 March 2015, are entered in the company's register of shareholders maintained by Euroclear Finland Oy. The date of payment for the dividend and capital repayment will be 20 March 2015.
SATO Corporation's extraordinary general meeting, on 23 October 2014, decided to confirm the number of SATO Corporation Board members as eight.
In addition, the general meeting decided to elect one additional Board member, starting from 23 October 2014. Andrea Attisani, Senior Portfolio Manager, Strategic Real Estate Europe 2005 for APG Asset Management, was elected as a member. He is independent of the company and not independent of the main shareholders.
Other Board members will continue in their posts: Juha Laaksonen as Chair of the Board, Esa Lager as Deputy Chair, and Timo Hukka, Vesa Immonen, Tarja Pääkkönen, Niina Rajakoski and Ilkka Tomperi as members of the Board.
Adoption of financial statements and release from liability
The annual general meeting of SATO Corporation on 5 March 2014 adopted the company’s financial statements for the financial year of 1 January – 31 December 2013 and released the members of the Board of Directors and the President and CEO from liability for the 2013 financial year.
Board of Directors
The number of members on the Board of Directors of SATO Corporation was decided as seven.
Juha Laaksonen was re-elected Chairman of the Board. Board members Timo Hukka, Vesa Immonen, Niina Rajakoski and Tarja Pääkkönen were re-elected and they were joined by new Board members Esa Lager, LL.M., M.Sc. (Econ. & Bus. Admin.), and Ilkka Tomperi, D.Sc. (Econ & Bus. Admin.), Investment Director at Varma Mutual Pension Insurance Company.
Auditor
KMPG OY, an audit firm approved by the Central Chamber of Commerce, was re-elected auditor. Auditor in charge is APA Lasse Holopainen.
Dividend distribution and capital repayment
The general meeting decided, in accordance with the proposal of the Board of Directors, on a dividend and capital repayment of €0.60 per share for 2013, a total of €30,505,105.20. The dividend of €0.18 per share and the capital repayment of €0.42 per share will be paid to shareholders who at the record date for the payment, 10 March 2014, are entered in the company's register of shareholders maintained by Euroclear Finland Oy. The date of payment for dividend and capital repayment will be 21 March 2013.
Available rental apartments
HelsinkiEspooVantaaTampereTurkuSee allStay up to date - subscribe to our newsletter (in Finnish)© SATO Oyj