Articles of Association
Valid from April 19, 2023
The Company name is Fiskars Oyj Abp, in English Fiskars Corporation, and its domicile is Raasepori.
The Company’s field of activities consists of the development, manufacturing and sale of goods and related and supporting industrial and commercial activities. In addition the Company may practice agriculture and forestry and buy, sell, hold and otherwise govern securities and real-estate. The Company may conduct its operations by itself or through subsidiaries or associated companies. As a parent company the Company may also manage common tasks of the group companies such as administration and financing.
The Company has a single class of shares. Each share entitles its holder to cast 1 vote at a Shareholders’ Meeting.
The shares in the Company belong to the Book Entry Securities System.
The Board of Directors consists of at least five and not more than ten ordinary members.
The right to represent the Company is vested in the Chairman of the Board of Directors and the Managing Director, each one alone, or in two members of the Board of Directors two together.
The Board of Directors may authorize one or several persons to represent the Company, either alone or with another, similarly authorized person, two together.
The Board of Directors decides on the granting of rights to sign for the Company per procuram.
Shareholders’ Meetings (General Meetings) can be held in Raasepori, Helsinki or Espoo.
The Board of Directors may decide that participation in the General Meeting is also permitted such that a shareholder exercises their full decision-making power during the General Meeting using a remote connection and technical means.
The Board of Directors may also decide to convene a General Meeting without a physical venue such that the shareholders exercise their full decision-making power in real time using a remote connection and technical means during the General Meeting.
Notices to Shareholders’ Meetings shall be published on the company’s website and in another manner possibly decided by the Board of Directors.
A shareholder wishing to attend a Shareholders’ Meeting shall give advance notice of such intention at the latest at the venue and date specified in the notice of meeting, which date may precede the meeting by ten days at the most.
The business of the Ordinary Shareholders’ Meeting includes:
1. The financial statement and consolidated financial statement as well as the report by the board of directors, and
2. The Auditors’ report;
3. The adoption of the financial statement and consolidated financial statement,
4. The use of the profit reflected by the balance sheet,
5. Discharging the members of the Board of Directors and the Managing Director from personal liability,
6. The number of ordinary members of the Board of Directors,
7. The emoluments payable to the members of the Board of Directors, and
8. The emolument payable to the Auditor;
9. Members of the Board of Directors, and
10. An Auditor; and furthermore
11. Any other matters on the agenda.