Annual general meeting

Invitation to Annual General Meeting

Annual General Meeting 2020

  • Registration form (Supported browsers: Chrome 30 or later IE 8 or later Firefox 27 or later).

 

Ponsse Plc’s (“Ponsse”) shareholders are hereby invited to attend the Annual General Meeting to be held on Wednesday 27 May 2020, at 10:00 a.m. EET, in the auditorium of the company’s customer service centre at Ponssentie 22, FI-74200 Vieremä, Finland, using exceptional arrangements due to the coronavirus situation.

See the Notice of AGM on www.ponsse.com
a) Right of participation and registration

To be eligible to attend the Annual General Meeting, shareholders must be registered as shareholders in Ponsse Plc’s shareholder register maintained by Euroclear Finland Ltd by the record date of 14 May 2020. Shareholders whose shares are registered in their personal book-entry account are registered in the company’s shareholder register.

Shareholders wishing to attend the Annual General Meeting should notify the company of their intention to do so by 4:00 p.m. EET on Sunday 17 May 2020, either online at www.ponsse.com/agm or in writing to Ponsse Plc, Share Register, Ponssentie 22, FI-74200 Vieremä, Finland, or. Written notifications must arrive before the aforementioned deadline.

When registering, shareholders must provide their name, personal identity code or business ID and telephone number, as well as the name and personal identity code of a possible representative, and the name of a possible assistant. Personal data will only be used to process registrations for the AGM and other related registrations required.

Shareholders who are present at the Annual General Meeting will, according to Chapter 5, Section 25, of the Limited Liability Companies Act, have the right to present questions related to the matters discussed at the meeting.

Registration form (Supported browsers: Chrome 30 or later IE 8 or later Firefox 27 or later).

b) The use of a representative and a power of attorney

Shareholders may take part in the Annual General Meeting and exercise their rights through representatives. Shareholders’ representatives must present a dated power of attorney or they must, in another reliable manner, prove their entitlement to represent the shareholder. If a shareholder participates in the Annual General Meeting by a number of representatives who represent the shareholder through shares in different book-entry accounts, the shares on the basis of which each representative represents the shareholder must be indicated.

To minimise the number of people present at the meeting, shareholders are requested not to attend the meeting in person and to exercise their right to vote by issuing a power of attorney using the company’s power of attorney service. More detailed information about the power of attorney service can be found from item d).

The power of attorney can be downloaded here.

c) Holders of administrative-registered shares

Holders of administrative-registered shares have the right to participate in the Annual General Meeting by virtue of the shares, on the basis of which they have the right to be registered in the shareholder register maintained by Euroclear Finland Ltd on the record date of 14 May 2020. To be eligible to participate, shareholders must also be temporarily registered, by virtue of these shares, in the shareholder register maintained by Euroclear Finland Ltd by 10:00 a.m. EET on 22 May 2020. With regard to administrative-registered shares, this will be deemed as a registration for the AGM. Any changes in shareholding following the AGM record date do not affect the right to participate in the AGM or the number of votes held by each shareholder.

Holders of administrative-registered shares are advised to acquire instructions well in advance from their administrator regarding registration in the shareholder register, the issuance of powers of attorney and registration in the Annual General Meeting. The administrator’s account management organisation shall notify holders of administrative-registered shares who wish to participate in the Annual General Meeting that they must register in the company’s temporary shareholder register by the aforementioned date.

d) Special arrangements for the AGM

We hope that shareholders understand the aforementioned changes in AGM arrangements caused by the coronavirus pandemic and decide not to participate in person. To minimise the number of people present at the AGM, shareholders are advised not to participate in person, but instead to attend via a video feed.

Ponsse will apply the following special arrangements at the AGM to protect the health of shareholders and the company’s representatives:
 

Shareholders may send questions beforehand to members of the company’s management, following instructions available on the company’s website.

  • Shareholders may send questions beforehand to members of the company’s management, following instructions available on the company’s website.
  • The AGM will be as brief as possible, covering the matters listed in the notice of the meeting. For example, the President and CEO’s review will be shorter than usual.
  • The participation of members of the company’s Board of Directors will be minimised, and the person proposed as a new member of the Board of Directors will not be present at the AGM, and he will present himself via a video feed. After the AGM, the presentation will be available on the company’s website.
  • There will be no catering or special programme at the AGM, and no extra material will be handed out.
  • Hand sanitisers will be available to participants.
  • Participants will be seated as far away from each other as possible.
  • If required, they will be seated in several smaller rooms.
     

Due to the exceptional situation, Ponsse requests shareholders to monitor and read the AGM instructions available on the company’s website (www.ponsse.com/agm) beforehand. The instructions will be updated as necessary.

1. Instructions for watching a live video feed

Shareholders can watch the AGM via a live video feed on the internet. The link will be sent to shareholders who have registered to the meeting the day before the AGM if the shareholder has informed his/her e-mail address when registering

We request shareholders to note that shareholders watching the AGM via a video feed will not be registered as being present at the meeting, and the video feed does not allow shareholders to ask questions or vote at the AGM.
Shareholders can send questions beforehand regarding matters listed on the AGM agenda through the link provided on the company’s website
www.ponsse.com/agm.

2. The company’s power of attorney service

To exercise their right to vote, shareholders are requested to authorise legal counsel Jaana Tervakoski from Asianajotoimisto Kääriäinen Oy or her appointed representative to represent shareholders and exercise their right to vote at the AGM on their behalf. The aforementioned authorisation is free of charge for shareholders. In addition to issuing a power of attorney, shareholders must also register for the AGM in accordance with this notice.

The power of attorney and voting instructions are available at www.ponsse.com/agm, and they should be sent completed via email to tanja.kyllonen@ponsse.com or by post to Ponsse Plc, Share Register, Ponssentie 22, FI-74200 Vieremä before the end of the registration period by 17 May 2020.

3. Instructions for sending questions beforehand

Shareholders can send questions beforehand regarding matters listed on the AGM agenda during the registration period by 17 May 2020 through the link provided on the company’s website (www.ponsse.com/agm). If possible, the content of the meeting will be prepared so that any questions sent beforehand can be answered.

 

Description of the registration file

In the registration procedure to the AGM or Ponsse Plc, personal data of the shareholders is collected, such as the personal identity code and the number of the book-entry account. The information will not be used for any other purposes than for identifying the shareholder and for confirming the share ownership. The technical provider of the registration system is Euroclear Finland Oy. The full description of the registration file is available here (pdf).