Decisions of Rapala VMC Corporation’s Annual General Meeting and Organising Meeting of the Board of Directors
April 18 2024 - 9:00AM
UK Regulatory
Decisions of Rapala VMC Corporation’s Annual General Meeting and
Organising Meeting of the Board of Directors
RAPALA VMC CORPORATION, Decisions of general meeting, April 18,
2023 at 4:00 p.m. EET
The Annual General Meeting (AGM) of Rapala VMC Corporation has
on 18 April 2024 adopted the financial statement of the financial
year 2023 and discharged the members of the Board of Directors and
the CEO from liability for the financial year that ended on
31 December 2023. The AGM approved the remuneration
report for governing bodies for the financial year 2023 and the
remuneration policy for 2024-2027.
The AGM approved the Board of Director’s proposal, according to
which no dividend be paid based on the adopted balance sheet for
the financial year 2023.
The AGM approved that the Board of Directors consists of six
members. Emmanuel Viellard, Julia Aubertin, Vesa Luhtanen and
Alexander Rosenlew were re-elected as members of the Board of
Directors and Pascal Lebard and Johan Berg were elected as new
members. The AGM resolved that the annual fee paid to each Board
member is EUR 25,000 and EUR 70,000 to the Chairman of
the Board. Board members are paid EUR 1,000 per meeting for
attendance at meetings of the Board and its committee.
In its organising meeting, the Board elected Emmanuel Viellard
as Chairman of the Board.
Authorised Public Accountants Firm Deloitte Ltd was elected as
the Company’s auditor. Deloitte Ltd will also carry out the
assurance of the company’s sustainability reporting for the
financial year 2024 in accordance with the transitional provision
of the act amending the Limited Liability Companies Act (1252/2023)
and will be imbursed for this task as per its invoice approved by
the company.
The AGM authorised the Board of Directors to resolve in
accordance with the proposal of the Board of Directors on the
issuance of a maximum of 3,900,000 shares through a share issue or
by issuing options and other special rights entitling to shares
pursuant to chapter 10, section 1 of the Finnish Limited
Liability Companies Act in one or several tranches. The proposed
maximum number of shares corresponds to 10% of all shares in the
Company. The authorisation can also be used for incentive
arrangements for the Company’s management and key persons, however,
no more than 900,000 shares in total may be granted for this
purpose. The authorisation covers both the issuance of new shares
and the transfer of treasury shares held by the Company, and the
issuance may be carried out with or without payment. Under the
authorisation, the Board of Directors may issue shares or options
and other special rights entitling to shares also otherwise than in
proportion to the shareholdings of the shareholders (directed share
issue). The Board of Directors is entitled to resolve on all terms
and conditions of share issues and the issue of option rights and
other special rights entitling to shares. The authorisation is
valid until 30 June 2025.
The AGM authorised the Board of Directors to resolve in
accordance with the proposal of the Board of Directors to
repurchase a maximum of 2,000,000 the Company’s own shares by using
the Company’s unrestricted equity in one or several tranches. The
proposed maximum number of shares corresponds to approximately
5.13% of the Company’s total number of shares. The shares may be
repurchased for developing the Company’s capital structure, for
financing or carrying out potential corporate acquisitions or other
business arrangements, to be used as a part of the Company’s
remuneration or incentive plan or to be otherwise transferred
further or cancelled, for example. The shares may be repurchased
otherwise than in proportion to the existing shareholdings of the
Company as directed repurchases at the market price of the shares
quoted on the trading venues where the Company’s shares are traded
or at the price otherwise established on the market at the time of
the repurchase. The authorisation is valid until 30 June 2025.
Helsinki, 18 April 2024
RAPALA VMC CORPORATION
Lars Ollberg
President and Chief Executive Officer
Further information:
Tuomo Leino, Investor Relations (tel. +358 9 7562 540)
About Rapala VMC Corporation
Rapala VMC
group is the world’s leading fishing tackle company and the global
market leader in fishing lures, treble hooks and fishing related
knives and tools. The group also has a strong global position in
other fishing categories and Rapala VMC’s distribution network is
largest in the fishing industry. The main manufacturing facilities
are in Finland, France, Estonia, and the UK. Rapala VMC group’s
brand portfolio includes the leading brand in the industry, Rapala,
and other global brands like VMC, Sufix, Storm, Blue Fox, Luhr
Jensen, Williamson, Dynamite Baits, Mora Ice, StrikeMaster,
Marttiini, Peltonen and 13 Fishing as well as Okuma in Europe. The
group, with net sales of EUR 222 million in 2023, employs some 1
400 people in approximately 40 countries. Rapala VMC Corporation’s
share is listed and traded on the Nasdaq Helsinki stock exchange
since 1998.
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