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Multitude SE: NOTICE TO CONVENE MULTITUDE SE'S ANNUAL GENERAL MEETING OF SHAREHOLDERS
DGAP-News: Multitude SE
/ Key word(s): AGM/EGM
NOTICE TO CONVENE MULTITUDE SE'S ANNUAL GENERAL MEETING OF SHAREHOLDERS Notice is given to the shareholders of Multitude SE (Company) that the Annual General Meeting of the Company is to be held on 27 April 2022 at 10 a.m. (EEST / Finnish time) at the offices of Castrén & Snellman Attorneys Ltd, Eteläesplanadi 14, Helsinki, Finland. In order to limit the spread of the COVID-19 epidemic, the Company's Board of Directors has decided to adopt the exceptional meeting procedure provided for in the Finnish Act 375/2021, which temporarily deviates from some of the provisions of the Finnish Limited Liability Companies Act (the so-called temporary act). The Board of Directors has decided to take the measures permitted by the temporary legislation in order to hold the General Meeting in a predictable manner while also taking into account the health and safety of the Company's shareholders, personnel and other stakeholders. The Company's shareholders can participate in the meeting and exercise their rights only by voting in advance and by presenting counterproposals and questions in advance. Instructions for shareholders are provided below in Section 3 (Instructions for the Participants in the General Meeting of Shareholders). It will not be possible to participate in the meeting in person, and no video link to the meeting venue will be provided. The Company's Board of Directors, the CEO, other management and the auditor will not be present at the meeting venue. The CEO's pre-recorded address will be published on the Company's website on the date of the meeting. 1 MATTERS ON THE AGENDA OF THE GENERAL MEETING OF SHAREHOLDERS At the General Meeting of Shareholders, the following matters will be considered: (1) Opening of the Meeting (2) Calling the Meeting to Order Attorney Janne Lauha will serve as the chairperson of the General Meeting. If Janne Lauha is prevented from serving as the chairperson for a weighty reason, the Board of Directors will appoint a person they deem most suitable to serve as the chairperson. (3) Election of Person to Scrutinise the Minutes and to Supervise the Counting of Votes Attorney Teresa Kauppila will serve as the person to scrutinise the minutes and to supervise the counting of votes. If Teresa Kauppila is prevented from serving as the person to scrutinise the minutes and to supervise the counting of votes for a weighty reason, the Board of Directors will appoint a person they deem most suitable to scrutinise the minutes and to supervise the counting of votes. (4) Recording the Legality of the Meeting (5) Recording the Attendance at the Meeting and Adoption of the List of Votes Shareholders who have voted in advance within the advance voting period and who are entitled to participate in the General Meeting in accordance with chapter 5, sections 6 and 6 a of the Finnish Limited Liability Companies Act will be deemed shareholders participating in the meeting. Recording the attendance at the meeting and the adoption of the list of votes will take place based on information provided by Euroclear Finland Oy. (6) Presentation of the Annual Accounts including the Consolidated Annual Accounts, the Report of the Board of Directors and the Auditor's Report for the Year 2021 Because it is only possible to participate in the General Meeting by voting in advance, the Company's Annual Report published on 31 March 2022, which includes the Company's Annual Accounts and report of the Board of Directors as well as the Auditor's report and which is available on the Company's website, will be deemed to have been presented to the General Meeting. (7) Adoption of the Annual Accounts (8) Resolution on the Use of the Result Shown on the Balance Sheet and the Payment of Dividend The result for the financial year 2021 of Multitude SE amounted to a loss of EUR 4.4 million. The unrestricted equity of the Company at the end of the financial year stood at EUR 45.4 million. The result for the financial year 2021 of Multitude Group amounted to a loss of EUR 2.6 million, including EUR 1.2 million profit from continuing operations and EUR 3.8 million loss from discontinued operations. The Board of Directors proposes to the Annual General Meeting that, for the financial year ended 31 December 2021, no dividend will be distributed. (9) Resolution on Discharging the Members of the Board of Directors and the CEO from Liability (10) Consideration of the Remuneration Report for Governing Bodies Because it is only possible to participate in the General Meeting by voting in advance, the Remuneration Report for the Company's Governing Bodies published on 31 March 2022, which is available on the Company's website, will be deemed to have been presented to the General Meeting for an advisory approval. (11) Resolution on the Remuneration of the Members of the Board of Directors The Board of Directors proposes on recommendation of the Remuneration Committee that the fees payable to the members of the Board of Directors remain the same, and that each member of the Board of Directors be paid EUR 4,000 per month. Furthermore, it is proposed that no remuneration will be paid to the members who are employees or CEOs of the Company or a subsidiary of the Company. (12) Resolution on the Remuneration of the Auditor The Board of Directors proposes on recommendation of the Audit Committee that the Auditor be paid reasonable remuneration in accordance with the Auditor's invoice, which shall be approved by the Company. (13) Resolution on the Number of Members of the Board of Directors The Board of Directors proposes that the number of members of the Board of Directors be eight. (14) Election of the Members of the Board of Directors The Board of Directors proposes that Goutam Challagalla, Michael A. Cusumano, Jorma Jokela, Lea Liigus, Frederik Strange and Juhani Vanhala be re-elected as members and that Kristiina Leppänen and Jussi Mekkonen be elected as new members, each one for a term ending at the end of the next Annual General Meeting. The Chairman and the Vice Chairman will be elected by the Board of Directors from amongst its members. The curricula vitae of the proposed members of the Board of Directors are available on the Company's website at https://www.multitude.com/. (15) Election of the Auditor The Board of Directors proposes on recommendation of the Audit Committee that Authorised Public Accountants PricewaterhouseCoopers Oy be re-elected as the Auditor for a term ending at the end of the next Annual General Meeting. PricewaterhouseCoopers Oy has notified that, should they be re-elected, authorised public accountant (KHT) Jukka Karinen will act as the auditor-in-charge. (16) Authorisation to the Board of Directors to Decide on the Repurchase of the Company's Own Shares The Board of Directors proposes that the Annual General Meeting authorises the Board of Directors to decide to repurchase a maximum of 2,172,396 shares in the Company, which corresponds approximately to 10 per cent of all the shares in the Company. By virtue of the authorisation, own shares may be repurchased by using the Company's unrestricted equity. Consequently, any repurchase will reduce the Company's funds available for distribution of profits. Own shares may be repurchased through public trading on the Frankfurt Stock Exchange at the prevailing market price on the date of repurchase. The authorisation entitles the Board of Directors to decide to repurchase shares also otherwise than in proportion to the shareholders' holding in the Company by way of a directed repurchase subject to the requirements set out in the Finnish Limited Liability Companies Act. The Board can use the authorisation in one or several tranches to all purposes decided by the Board of Directors. The authorisation is proposed to be in force until the earliest of: (i) the transfer of the registered office of Multitude SE from Helsinki, Finland to Hamburg, Germany in accordance with the Council Regulation (EC) No 2157/2001 of 8 October 2001 on the Statute for a European Company (SE) (SE Regulation), (ii) the end of the next Annual General Meeting, or (iii) until 30 June 2023. (17) Authorisation to the Board of Directors to Decide on the Issuance of Shares and Special Rights Entitling to Shares The Board of Directors proposes that the Annual General Meeting authorises the Board of Directors to decide to issue a maximum of 3,258,594 shares, which corresponds approximately to 15 per cent of the Company's total amount of shares. The Board of Directors may issue either new shares or transfer existing shares held by the Company. The authorisation also includes the right to issue special rights, in the meaning of chapter 10, section 1 of the Finnish Limited Liability Companies Act, which entitle to the Company's new shares or the Company's own shares held by the Company against consideration. Shares that may be subscribed for by virtue of the special rights entitling to shares are included in the aforesaid maximum number of shares. The authorisation entitles the Board of Directors to decide on a directed share issue and issue of special rights in deviation from the pre-emptive rights of shareholders subject to the requirements set out in the Finnish Limited Liability Companies Act. The Board of Directors can use the authorisation in one or several tranches, and it may be used to all purposes decided by the Board of Directors, such as developing the Company's capital structure, financing or carrying out acquisitions or other arrangements, or as a part of the Company's incentive schemes. The authorisation is proposed to be in force until the earliest of: (i) the transfer of the registered office of Multitude SE from Helsinki, Finland to Hamburg, Germany in accordance with the Council Regulation (EC) No 2157/2001 of 8 October 2001 on the Statute for a European Company (SE) (SE Regulation), (ii) the end of the next Annual General Meeting, or (iii) until 30 June 2023. (18) Transfer of the Registered Office of the Company from Finland to Germany The Board of Directors proposes that the annual general meeting notes the update regarding the timing of the planned transfer of the Company's registered office from Finland to Germany, i.e., the planned relocation. As announced on 9 December 2021, the Company's Board of Directors has resolved to postpone the relocation for a period currently expected to be up to a year. As a result of the postponement, the relocation is expected to take place at the latest on or about 31 December 2022. The relocation will take place pursuant to a transfer proposal for the transfer of the registered office of Multitude SE from Helsinki, Finland to Hamburg, Germany in accordance with the Council Regulation (EC) No 2157/2001 of 8 October 2001 on the Statute for a European Company (SE) (SE Regulation) approved by the Company's board of directors on 9 July 2021 (Transfer Proposal). Concurrently, the board of directors approved a related report explaining and justifying the legal and economic aspects of the relocation and explaining the implications of the relocation for the shareholders, creditors and employees (Report). In connection with the relocation, the shares in the Company will be transferred to the securities depository system maintained by the German central securities depository Clearstream Banking Aktiengesellschaft (Clearstream) and, consequently, removed from the book-entry securities depository system maintained by Euroclear Finland Oy. The relocation as well as the transfer of the shares in the Company to Clearstream were approved by the Company's Extraordinary General Meeting on 16 September 2021. The Extraordinary General Meeting on 16 September 2021 also approved the Authorised Capital 2021 and an amendment to the new articles of association which will both become effective upon registration of the Company with the commercial register in Germany. (19) Appointment of Auditor Subject to the condition precedent of the registration of the Company with the commercial register in Germany on or before 31 December 2022, the Board of Directors proposes - on recommendation of the Audit Committee - that PricewaterhouseCoopers GmbH Wirtschaftsprüfungsgesellschaft is elected as the auditor of the Company and Multitude Group for the financial year 2022. For the avoidance of doubt, as set forth in the Report, the Company's current auditor PricewaterhouseCoopers Oy will audit the final accounts to be prepared after the Transfer. (20) Authorisation for the Acquisition of and Use of Treasury Shares pursuant to Article 5 of the Council Regulation (EC) No 2157/2001 of 8 October 2001 on the Statute for a European Company (SE) (SE Regulation) in conjunction with Section 71 Para. 1 No. 8 German Stock Corporation Act, also subject to an Exclusion of the Subscription Right a. The Board of Directors proposes that the Annual General Meeting authorises the Company pursuant to Article 5 of the SE Regulation in conjunction with section 71 para. 1 no. 8 German Stock Corporation Act (AktG), subject to the registration of the Company with the commercial register in Germany and for a period until 30 June 2025, to acquire shares of the Company, regardless of their class, in an extent of up to 10 per cent of the capital stock existing at the point in time of this authorisation becoming effective or - if this value is lower - of the capital stock existing at the point in time of the exercise of this authorisation. Together with any treasury shares that may have been acquired for other reasons and that are either held by the Company or have to be attributed to the Company under sections 71a et seqq. AktG, shares acquired based on this authorisation may at no time exceed 10 per cent of the Company's capital stock at such point in time. In each individual case, the acquisition is to be conducted, at the choice of the Board of Directors, (i) through the stock exchange or (ii) by means of a purchase offer addressed to all shareholders. To the extent that the acquisition is conducted through the stock exchange, the purchase price per share (without ancillary acquisition costs) paid by the Company may not exceed or fall short of, by more than 10 per cent, the arithmetic mean of the auction closing prices of shares of the same class of the Company in Xetra trading (or a functionally comparable successor system to the Xetra system) at the Frankfurt Stock Exchange on the last three exchange trading days before the commitment to acquire. To the extent that the acquisition is conducted through a purchase offer addressed to all shareholders, the purchase price per share (without ancillary acquisition costs) offered and paid by the Company may not exceed or fall short of, by more than 10 per cent, the arithmetic mean of the auction closing prices of shares of the same class of the Company in Xetra trading (or a functionally comparable successor system to the Xetra system) at the Frankfurt Stock Exchange on the last three exchange trading days before the date of the publication of the offer. In the event that a significant change in the share price occurs after the publication of the offer, the offer may be adjusted. In this case, the relevant reference period is the three exchange trading days before the date of the publication of the adjustment; the 10-per cent-limit for the exceeding or falling short is to be applied to this amount. In the event that the purchase offer is oversubscribed, the acquisition may be conducted in accordance with the proportion of the shareholdings held by the tendering shareholders to each other (shareholding quotas) or in accordance with the proportion of the tendered shares (tendering quotas). In addition, for the avoidance of calculational fractions of shares, rounding may be applied. A preferential acceptance of small numbers of shares (up to 50 tendered shares per shareholder) may be provided for. The purchase offer may provide for additional requirements. The authorisation may be exercised, in compliance with statutory requirements, for any legally permissible purpose, in particular in pursuit of one or several of the purposes specified in lit. b. below. No trading in treasury shares is permitted. b. The Board of Directors is authorised to use treasury shares that were or are acquired on the basis of the authorisation in lit. a. above for all legally permissible purposes, in particular also for the following: i. Disposal of shares of the Company (i) through the stock exchange or (ii) through an offer to all shareholders; ii. Listing of shares of the Company on foreign stock exchanges on which they have not been admitted for trading so far. The initial price of these shares may not fall short, by more than 5 per cent, of the arithmetic mean of the auction closing prices of the already listed shares of the Company with the same features in Xetra trading (or a functionally comparable successor system to the Xetra system) at the Frankfurt Stock Exchange on the last 5 exchange trading days before the date of the stock exchange listing, not including ancillary acquisition costs; iii. Transfer of shares of the Company to third parties against consideration in kind in the course of corporate mergers or for the acquisition (also indirectly) of companies, divisions of companies, operational activities, branches of activity, company interests or other assets; iv. Disposal of shares of the Company in a manner other than through the stock exchange or by way of an offer to all shareholders, provided that the disposal is made against cash payment and at a price not significantly falling short of the stock market price of the already listed shares of the Company with the same features at the point in time of the disposal. This authorisation is limited to the disposal of shares representing, on aggregate, a pro-rata amount of no more than 10 per cent of the capital stock at the point in time of this authorisation becoming effective or - if that value is lower - at the point in time of the exercise of this authorisation. To this limit of 10 per cent of the capital stock such portion of the capital stock is to be credited which is (i) attributable to shares of the Company which during the term of this authorisation are issued or disposed of subject to an exclusion of the shareholders' subscription rights in application, directly or mutatis mutandis, of section 186 para. 3 sentence 4 AktG, and (ii) which is attributable to shares of the Company which are issued or have to be issued during the term of this authorisation to settle warrant or convertible bonds which themselves were issued subject to an exclusion of subscription rights in application, mutatis mutandis, of section 186 para 3 sentence 4 AktG; v. Delivery of shares to the holders of warrant or convertible bonds of the Company or its group companies as defined in section 18 AktG in accordance with the warrant or convertible bond conditions; this shall also apply to the delivery of shares as a result of the exercise of subscription rights which in the case of a disposal of treasury shares by means of an offer to all shareholders or in the case of a capital increase with subscription rights may be granted to the holders of warrant or convertible bonds of the Company or its Group companies as defined in section 18 AktG, to the extent to which the holders of the warrant or convertible bonds would be entitled to a subscription right for shares of the Company upon exercise of the warrant or conversion right or fulfilment of the warrant or conversion obligation. On aggregate, the shares transferred as a result of this authorisation may not represent a pro-rata amount of more than 10 per cent of the capital stock at the point in time of this authorisation becoming effective or - if this value is lower - at the point in time of the exercise of this authorisation, provided that the shares are used for the fulfilment of warrant or conversion rights or warrant or conversion obligations which were granted or created in application, mutatis mutandis, of section 186 para. 3 sentence 4 AktG. This limit of 10 per cent of the capital stock is to be diminished by such portion of the capital stock attributable to shares of the Company which during the term of this authorisation are issued or disposed of as treasury shares in application, directly or mutatis mutandis, of section 186 para. 3 sentence 4 AktG; vi. Implementation of a so-called scrip dividend, in the course of which shares of the Company are used (also in part or in the form of an option) for the fulfilment of the dividend entitlements of the shareholders; vii. Redemption of shares of the Company without a further resolution of the general meeting. The redemption may also be conducted without a capital reduction by increase of the pro-rata amount of the other no-par value shares in the capital stock of the Company. In this case, the Board of Directors is authorised to adjust the number of no-par value shares in the articles of association. All of the authorisations stated above for the acquisition and for the utilisation of treasury shares acquired as a result of this authorisation may be exercised in whole or in part, on one or more occasions, individually or jointly by the Company or its group companies as defined in section 18 AktG or for its or their account by third parties. In case of a utilisation of treasury shares pursuant to the authorisations in lit. i. (i), ii., iii., iv. and v., the subscription right of the shareholders is excluded. In case of utilisation of treasury shares pursuant to the authorisation in lit. i. (ii) by way of an offer to all shareholders, which is made in observance of the principle of equal treatment (Article 9 para. 1 lit. c (ii) of the SE regulation in conjunction with section 53a AktG), the Board of Directors is authorised to exclude the shareholders' subscription right for fractional amounts. In addition, the Board of Directors is authorised to exclude the subscription right in the case of a utilisation of treasury shares pursuant to the authorisation in lit. vi. (21) Authorisation for the use of derivatives in the course of the acquisition of treasury shares as well as for the exclusion of the subscription and tendering right By way of supplement to the authorisation for the acquisition of treasury shares pursuant to Article 5 of the SE Regulation in conjunction with section 71 para. 1 no. 8 AktG proposed to be resolved under item (20) above, the Company is to be authorised to acquire treasury shares also by using derivatives and to enter into corresponding derivatives transactions. Therefore, the Board of Directors propose that the following be resolved subject to the registration of the Company with the commercial register in Germany: The acquisition of treasury shares pursuant to section 71 para. 1 no. 8 AktG within the scope of the authorisation pursuant to item (20) above may also be conducted using (i) options to be sold which oblige the Company to acquire shares of the Company upon exercise of the option (Put Options), (ii) options to be acquired which give the Company the right to acquire shares of the Company upon exercise of the option (Call Options), (iii) forward purchase contracts for shares of the Company for which there is a time lag of more than two exchange trading days between the conclusion of the respective purchase contract and the delivery of the acquired shares (Forward Purchases) or (iv) combinations of the instruments specified under (i) through (iii) (Put Options, Call Options, Forward Purchases, and combinations of the aforementioned instruments collectively referred to as Derivatives). The Derivatives may be entered into only with one or more credit institution(s) which is/are independent from the Company and/or one or more companies operating in accordance with section 53 para. 1 sentence 1 or section 53b para. 1 sentence 1 or para. 7 of the German Banking Act (Gesetz über das Kreditwesen). The Derivatives have to be structured in such manner that it is ensured that they are only fulfilled by delivery of shares which were previously acquired in observance of the principle of equal treatment (section 53a German Stock Corporation Act); for this purpose, it suffices if the acquisition of the shares is conducted through the stock exchange. The acquisition using Derivatives is limited to shares in an amount of no more than 5 % of the capital stock existing at the point in time of this authorisation taking effect or - if that value is lower - at the point in time of the exercise of this authorisation. In each case, the term of the individual Derivatives may not be more than 18 months, has to end no later than on 30 June 2025, and has to be designed in such manner that the acquisition of the shares using the Derivatives cannot occur after 30 June 2025. The option premium received by the Company for Call Options and Put Options may not fall short significantly of the theoretical market value of the relevant options determined in accordance with generally accepted financial mathematical calculation methods. The purchase price per share payable upon exercise of Put Options or Call Options or upon falling due of the Forward Purchase may not exceed or fall short of, by more than 10 per cent, the arithmetic mean of the auction closing prices of shares of the same class of the Company in Xetra trading (or a functionally comparable successor system to the Xetra system) at the Frankfurt Stock Exchange on the last three exchange trading days before the conclusion of the relevant derivative transaction (in each case without ancillary acquisition costs, but taking into account the option premium received or, respectively, paid). If treasury shares are acquired using Derivatives in accordance with the above provisions, any right of shareholders to enter into such Derivatives transactions with the Company and any right of shareholders to tender their shares shall be excluded. With regard to the utilisation of treasury shares of the Company that were acquired using Derivatives the provisions stipulated in the resolution proposal regarding item (20) above apply. (22) Closing of the Meeting 2 MEETING MATERIALS The proposals of the Board of Directors relating to the agenda of the General Meeting of Shareholders as well as this notice and the Remuneration Report for Governing Bodies are available on Multitude SE's website at https://www.multitude.com/. The Annual Report of Multitude SE, the Company's Annual Accounts, the report of the Board of Directors and the Auditor's report, are also available on the above-mentioned Multitude SE's website. Copies of these documents and of this notice will be sent to shareholders upon request. The minutes of the meeting will be made available on Multitude SE's website no later than on 11 May 2022. 3 INSTRUCTIONS FOR THE PARTICIPANTS IN THE GENERAL MEETING OF SHAREHOLDERS A shareholder may participate in the General Meeting and exercise his/her rights at the meeting only by voting in advance and by presenting counterproposals and questions in advance in accordance with the instructions provided below. It will not be possible to participate in the meeting in person. 3.1 Shareholders Registered in Shareholders' Register Each shareholder who is registered in the shareholders' register of the Company held by Euroclear Finland Oy on 13 April 2022, has the right to participate in the General Meeting of Shareholders. Shareholders whose shares are registered on his/her personal Finnish book-entry account are registered in the shareholders' register of the Company. Shareholders can participate in the General Meeting only by voting in advance and by presenting counterproposals and questions in advance as described below. Shareholders, who are registered in the shareholders' register of the Company, and who wish to participate in the General Meeting, must register for the meeting by giving prior notice of participation and by delivering their votes in advance as instructed below. Both the notice of participation and votes have to be received by the Company no later than on 20 April 2022 at 4:00 p.m. (EEST / Finnish time). In connection with the registration, shareholders are required to provide certain information such as their name, personal identification number/business ID, address and telephone number. Personal data disclosed by shareholders to Multitude SE will only be used in connection with the General Meeting and the processing of the related registrations. Shareholders with a Finnish book-entry account can register and vote in advance on certain matters on the agenda during the period 6 April 2022 - 20 April 2022 at 4:00 p.m. (EEST / Finnish time) by delivering the advance voting form available on the Company's website at https://www.multitude.com/investors/annual-general-meeting/2022 or corresponding information to the Company either by email to agm@multitude.com or by post to Multitude SE, "AGM 2022", Ratamestarinkatu 11 A, 00520 Helsinki, Finland. If a shareholder participates in the General Meeting by delivering votes in advance in the manner set forth above, the delivery of the votes before the end of registration and the advance voting period shall constitute due registration for the General Meeting, provided that the information required for registration has been given. The advance voting form as well as further instructions concerning voting are available on the Company's website at https://www.multitude.com/investors/annual-general-meeting/2022 upon the start of the advance voting at the latest. 3.2 Holders of Nominee Registered Shares Holders of nominee registered shares have the right to participate in the General Meeting by virtue of shares, based on which they would be entitled to be registered in the shareholders' register of the Company held by Euroclear Finland Oy on the record date of the General Meeting, i.e., 13 April 2022. In addition, the right to participate in the General Meeting requires that the holders of nominee registered shares be temporarily entered into the shareholders' register held by Euroclear Finland Oy based on these shares by 22 April 2022 at 10.00 a.m. (EEST / Finnish time), at the latest. This registration constitutes due registration for holders of nominee registered shares wishing to participate in the Annual General Meeting. Changes in shareholding after the record date do not affect the right to participate in the meeting or the number of votes. Holders of nominee registered shares are advised to ask their custodian bank without delay for the necessary instructions regarding registration in the Company's temporary shareholders' register, the issuing of proxy documents and registration for the General Meeting of Shareholders. The account management organisation of the custodian bank must register holders of nominee-registered shares in the Company's temporary shareholders' register at the latest by the time stated above and arrange advance voting on behalf of the holders of nominee registered shares. Further information on these matters is also available on the Company's website at https://www.multitude.com/investors/annual-general-meeting/2022. 3.3 Proxy Representatives and Power of Attorney Shareholders may participate in the General Meeting of Shareholders and exercise their rights at the meeting by way of proxy representation. Proxy representatives of shareholders are also required to vote in advance in the manner instructed in this notice. Proxy representatives must produce a dated proxy document or otherwise reliably demonstrate their right to represent the shareholder. If a shareholder participates in the General Meeting of Shareholders by means of several proxy representatives representing the shareholder with shares in different securities accounts, the shares by which each proxy representative represents the shareholder must be identified in connection with the registration for the General Meeting of Shareholders. A form of proxy is provided on Multitude SE's website at https://www.multitude.com/investors/annual-general-meeting/2022. The form of proxy is provided for the shareholders' convenience, and it is not necessary to use the form provided on the website. Any proxy documents are requested to be delivered to the Company either by email to agm@multitude.com or by post to Multitude SE, "AGM 2022", Ratamestarinkatu 11 A, 00520 Helsinki, Finland before the end of registration on 20 April 2022 at 4:00 p.m. (EEST / Finnish time) by which time the proxy documents must be received. 3.4 Other Instructions and Information Shareholders who hold at least one one-hundredth of all the shares in the Company have the right to make a counterproposal concerning the proposed decisions on the agenda of the Annual General Meeting to be placed for a vote. The counterproposals must be delivered to the Company to the e-mail address agm@multitude.com at the latest by 5 April 2022 at 4:00 p.m. (EEST / Finnish time). In connection with the counterproposal, the shareholders must present an adequate statement of their shareholding in the Company. The counterproposal is admissible for consideration at the Annual General Meeting if the shareholders who have made the counterproposal have the right to attend the meeting and represent at least one one-hundredth of all shares in the Company on the record date of the Annual General Meeting. If a counterproposal is non-admissible, votes cast for such counterproposal will not be recorded at the meeting. The Company will publish the counterproposals eligible for voting on the Company's website at https://www.multitude.com/investors/annual-general-meeting/2022 at the latest on 6 April 2022. Shareholders have the right to pose questions and request information with respect to the matters to be considered at the meeting pursuant to chapter 5, section 25 of the Finnish Limited Liability Companies Act by e-mail to the address agm@multitude.com at the latest by 11 April 2022 at 4:00 p.m. (EEST / Finnish time). The Company will publish the shareholders' questions along with the management's and the Board of Directors' responses as well as any counterproposals not eligible for voting on the Company's website at https://www.multitude.com/investors/annual-general-meeting/2022 at the latest on 14 April 2022. Posing questions and counterproposals requires the shareholder to present an adequate statement of their shareholding in the Company. On the date of this notice to the Annual General Meeting of Shareholders, dated 31 March 2022, the total number of shares in Multitude SE is 21,723,960 and each of these shares carries one vote. Multitude SE holds 146,200 of its own shares as treasury shares. Accordingly, the number of voting rights carried by the outstanding shares is 21,577,760. ------------------------- In Helsinki on 31 March 2022 MULTITUDE SE
31.03.2022 Dissemination of a Corporate News, transmitted by DGAP - a service of EQS Group AG. |
Language: | English |
Company: | Multitude SE |
Ratamestarinkatu 11 A | |
00520 Helsinki | |
Finland | |
Phone: | +49 (0) 30 9210058-44 |
Fax: | +49 (0)30 9210058-49 |
E-mail: | ir@multitude.com |
Internet: | https://www.multitude.com/ |
ISIN: | FI4000106299 |
WKN: | A1W9NS |
Listed: | Regulated Market in Frankfurt (Prime Standard); Regulated Unofficial Market in Berlin, Dusseldorf, Hamburg, Hanover, Munich, Stuttgart, Tradegate Exchange |
EQS News ID: | 1316349 |
End of News | DGAP News Service |
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1316349 31.03.2022