Notice is given to the shareholders of Kesko Corporation that the Annual General Meeting will be held at Messukeskus Helsinki's Conference Centre, Messuaukio 1 (Conference Centre entrance), Helsinki, on Monday 4 April 2016 at 13.00 EET. The reception desks for those registered for the meeting will open and voting tickets will be provided starting from 12.00 EET.
Shareholders have the right to participate in the General Meeting if they are registered in the Company's register of shareholders kept by Euroclear Finland Ltd on 21 March 2016. Shareholders whose shares are registered on their personal Finnish book-entry accounts are registered in the Company's register of shareholders.
A shareholder wishing to participate in the General Meeting should register for it no later than 30 March 2016 at 16.00 EET, by which time the registration will have to be received at the Company. The registration can be made either
a) through the website at http://www.kesko.fi/en/investor/General-Meeting/general-meeting-2016/ following the instructions provided there
b) by e-mail to email@example.com
c) by telephone +358 105 323 211 (from Monday to Friday between 9 and 16)
d) by fax +358 105 323 421, or
e) by letter to Kesko Corporation/Group Legal Affairs, Satamakatu 3, FI-00016 Kesko.
The registration will have to be received at the company before the expiry of the registration period. A shareholder may participate in the General Meeting and exercise his/her rights at the meeting by way of proxy representation. The proxy representative of a shareholder will have to produce a dated proxy document, or otherwise in a reliable manner demonstrate his/her right to represent the shareholder. If a shareholder participates in the General Meeting by means of several proxy representatives who represent the shareholder with shares on different securities accounts, the shares with which each proxy representative represents the shareholder are to be identified in connection with the registration. Possible proxy documents are to be delivered in originals to the above address before the end of the registration period.
Holders of nominee registered shares have the right to participate in the General Meeting by virtue of the shares which would entitle them to be registered in the shareholder register kept by Euroclear Finland Ltd on 21 March 2016. In addition, the participation requires that the shareholders are temporarily registered in the Company's shareholder register by virtue of these shares no later than 30 March 2016 at 10.00 EET. With respect to nominee registered shares, this constitutes the registration for the General Meeting.
Holders of nominee registered shares are advised to request instructions for registering in the shareholder register, submitting their proxy documents and participating in the General Meeting from their custodian banks well in advance. The account management organisation of the custodian bank shall request a holder of a nominee registered share wishing to participate in the Annual General Meeting to be registered in the Company's temporary shareholder register no later than the above deadline.
More detailed information on the General Meeting and participation and decision making in it is available on Kesko’s General Meeting website.
The resolutions passed at the General Meeting will be published without delay after the General Meeting as a stock exchange release.
The Board of Directors has decided to propose to the General Meeting that a dividend of €2.50 per share be paid for the year 2015 on the basis of the adopted balance sheet. The proposed dividend is 243.8% of the earnings per share and 146.7% of the earnings per share excluding non-recurring items. In the past five years, the dividend distributed has been an average of 93.6% of the earnings per share excluding non-recurring items. The dividend is paid to shareholders registered in the Company's register of shareholders kept by Euroclear Finland Ltd on the record date for the payment of dividend, 6 April 2016. The registration takes two banking days, which means that the dividends will be paid to those who hold the shares at the close of the date of the General Meeting, 4 April 2016. Consequently, the dividends on shares traded on the date of the General Meeting are paid to the buyer of the shares. According to the Board’s proposal, the payment of dividends would begin on 13 April 2016.
According to Kesko Corporation's dividend policy, Kesko Corporation distributes at least 50% of its earnings per share excluding non-recurring items as dividends, taking into account, however, the company's financial position and operating strategy.
Trading unit of both share series: 1 share
Total share capital: €197,282,584
Total number of shares: 100,019,752 pcs
Total number of votes attached to all shares: 385,652,815
Total market capitalisation: €3,170 million
According to the register of Kesko Corporation's shareholders held by Euroclear Finland Ltd, there were 39,529 shareholders at the end of 2015 (39,869 at the end of 2014). The total number of shares registered in a nominee name was 26,926,202, accounting for 26.92% of all shares (27,043,245 and 27.04% respectively at the end of 2014). The number of votes attached to these shares was 32,068,964, or 8.32% of the total number of votes (32,512,014 or 8.43% respectively at the end of 2014)
Read more about largest shareholders.
Shareholders are kindly asked to notify changes of address to the bank, brokerage firm or other account operator with which they have a book-entry securities account.
Kesko’s Annual Report for 2015 has been published in electronic format in Finnish and English at http://annualreport2015.kesko.fi. The report contains the strategy report, the Report by Kesko's Board of Directors and the financial statements for 2015, the GRI report, Kesko's Corporate Governance Statement and Remuneration Statement.
Printouts of the financial statements will be available at the General Meeting and copies can be ordered at IR (at) kesko.fi.
The financial statements release and the three interim reports can be read on Kesko’s website. Kesko’s stock exchange releases and press releases, sent by e-mail, can be ordered at http://www.kesko.fi/en/media/orders/.
Read more about Kesko's annual reports
Read more about Kesko’s communications policy
Read more about Kesko’s IR policy
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