Corporate governance

Annual General Meeting

General meetings in general

The Shareholders meeting is Sanoma's highest decision-making body, convening at least once a year in accordance with the Articles of Association.

The Annual General Meeting (AGM) convenes within six months of the end of the financial year at a time stipulated by the Board of Directors. Notice of the Shareholders meeting is published in at least one widely circulated newspaper specified by the Board, no earlier than three months and no later than three (3) weeks prior to the General Meeting, but in any case the notice must be published at least nine (9) days before the record date of the General Meeting.

Matters decided upon by the AGM include:

adopting the financial statements
using the profit shown on the balance sheet
discharging the members of the Board of Directors and the President and CEO from liability
determining the number of Sanoma's Board members
deciding on amendments to the Articles of Association
electing the Board's Chairman, Vice Chairman and Board members to replace outgoing members, as well as deciding on Board remuneration
electing auditors and determining their remuneration.

Shareholders' right to have matters dealt with by the General Meeting

Shareholders have the right to propose to General Meeting matters, which fall within the competence of the General Meeting by the Finnish Limited Liability Companies Act or company's Articles of Association. The Finnish Limited Liability Companies Act states that the request has been filed well in advance if the Board of Directors receives the written notice of it at least for weeks before the Notice of the Meeting is published.