Annual General Meeting 2010 Annual General Meeting 2010 materials: Annual General Meeting 2010 Board Proposals: AGM_2010_Board_Proposals.pdf Annual General Meeting 2010 Minutes (only in Finnish): AGM_2010_Minutes_only_in_Finnish.pdf RESOLUTIONS BY ETTEPLAN OYJ'S ANNUAL GENERAL MEETING OF SHAREHOLDERS The Annual General Meeting of Shareholders of Etteplan Oyj was held today, March 24, 2010 at premises of the Company in Vantaa. The meeting was opened by Chairman of the Board of Directors Heikki Hornborg and chaired by Mika Ståhlberg, attorney-at-law. The Annual General Meeting approved the Financial Statements for financial year 2009 and discharged members of the Board of Directors and the CEO from liability. The Annual General Meeting passed a resolution, in accordance with the proposal of the Board of Directors, that a dividend of EUR 0.04 per share be paid from the financial year 2009. The remaining funds shall be left to the unrestricted equity. The dividend will be paid to the shareholders registered in the shareholders' register maintained by Euroclear Finland Ltd (formerly Finnish Central Securities Depository Ltd) as the record date. The record date of the payment of dividend is March 29, 2010. The dividend shall be paid on April 7, 2010. The Annual General Meeting passed a resolution, in accordance with the proposal of the Board of Directors, that six members be elected to the seats of the Board of Directors. Additionally, the Annual General Meeting resolved the remuneration of the members of the Board of Directors to be EUR 600 per meeting and the remuneration for the Chairman of the Board to be EUR 1,200 per meeting as well as the remuneration of the Board of Directors to be EUR 1,300 per month for the member of the Board and EUR 2,600 for the Chairman of the Board. In accordance with the proposal of the Board of Directors´ Nomination and Compensation Committee Tapio Hakakari, Heikki Hornborg, Robert Ingman and Pertti Nupponen were re-elected as members of the Board of Directors as well as Satu Rautavalta and Teuvo Rintamäki were elected as new members of the Board of Directors. The auditor elected was PricewaterhouseCoopers Oy, Authorized Public Accounting Firm with Authorized Public Accountant Mr Mika Kaarisalo as the main responsible auditor. The fees for the auditor are paid according to invoice by the principles approved by the Board of Directors. The Annual General Meeting authorized the Board of Directors to decide to issue maximum of 4,000,000 shares through issuance of shares, option rights or other special rights entitling to shares under Chapter 10, Section 1 of the Companies Act in one or more issues. The authorization includes a right to issue new shares or assign company's own shares held by the company. The authorization includes a right to deviate from the existing shareholders' pre-emptive subscription right as set forth in the Companies Act Chapter 9, Section 3. Therefore, the Board of Directors has a right to direct the share issue or issuance of option rights or other special rights entitling to shares. The authorization includes also a right to determine on all the terms of share issue, option rights or other special rights entitling to shares. The authorization includes therefore a right to determine on share subscription prices, persons entitled to subscribe the shares and other terms and conditions applicable to the subscription. In order to deviate from the shareholders' pre-emptive subscription right, the company must have a substantial financial reason such as financing of a company acquisition, other arrangement in connection with the development of the company's business or equity or an incentive scheme to the personnel. In connection of the share issuance the Board of Directors is entitled to decide that the shares may be subscribed against contribution in kind or otherwise under special terms and conditions. The authorization includes a right to determine whether the subscription price will be entered into the share capital or into the reserve of invested non-restricted equity. The authorization is effective for a period of five (5) years from the resolution of the Annual General Meeting, i.e. from March 24, 2010 to March 24, 2015. The authorisation shall replace the previous authorization granted to the Board of Directors. The Annual General Meeting resolved, in accordance with proposal of the Board of Directors, to grant the Board the authority to acquire the company's own shares in one or more lots using the company's unrestricted equity. A maximum of 2,000,000 of the company's own shares can be acquired. The Board of Directors shall have the right to decide who the shares are acquired from or, the Board of Directors has the right to decide on a directed acquisition of own shares. The authorization includes the right to decide the acquiring of the company's own shares through a tender offer made to all shareholders on equal terms and conditions and at the price determined by the Board of Directors or in public trading organized by the NASDAQ OMX Helsinki at the market price valid at any given time so that the company's holdings of combined own shares is maximum of ten (10) per cent of all the company's shares. The minimum price for the shares to be acquired is the lowest market price quoted for a share in public trading during the validity of the authorization and, correspondingly, the maximum price is the highest market price quoted for a share in public trading during the validity of the authorization. If the shares are acquired in public trading, the shares will not be acquired in proportion of the current shareholdings. Thus, there must be a substantial financial reason from the company's point of view for the acquisition of the own shares. The shares may be acquired in order to be used as consideration in potential company acquisitions or in other structural arrangements. The shares may be used as well for carrying out company's incentive scheme provided to the personnel. The acquired shares may be kept by the company, invalidated or assigned onwards. Acquiring will reduce the non-restricted equity. The authorization is valid for 18 months from the date of the decision of the Annual General Meeting starting on March 24, 2010 and ending on September 24, 2011. The authorization shall replace the previous authorization. The Board of Directors adopted a resolution to amend the articles of association's paragraph 9 as follows: "9 § Invitation to the General Meeting of Shareholders Invitation to the General Meeting of Shareholders shall be published in the company's website no earlier than two (2) calendar months and no later than three (3) weeks prior to the meeting, but no later than nine (9) days before the record date of the General Meeting. The Board of Directors may also decide to publish the invitation to the General Meeting of Shareholders in a one Finnish national newspaper determined by the Board of Directors." Hollola, March 24, 2010 Etteplan Oyj BOARD OF DIRECTORS Annual General Meeting 2023 Extraordinary General Meeting 2022 Annual General Meeting 2022 Annual General Meeting 2021 Annual General Meeting 2020 Annual General Meeting 2019 Annual General Meeting 2018 Annual General Meeting 2017 Annual General Meeting 2016 Annual General Meeting 2015 Annual General Meeting 2014 Extraordinary General Meeting 2013 Annual General Meeting 2013 Annual General Meeting 2012 Annual General Meeting 2011 Annual General Meeting 2023 Etteplan Oyj’s Annual General Meeting of Shareholders was held on April 5, 2023 at Leonardo auditorium, Innopoli 1 at the address Tekniikantie 12, 02150 Espoo, Finland. Read more Extraordinary General Meeting 2022 Etteplan Oyj’s Extraordinary General Meeting of Shareholders will be held on October 19, 2022 at Leonardo auditorium, Innopoli 1 at the address Tekniikantie 12, 02150 Espoo, Finland. Read more Annual General Meeting 2022 Etteplan Oyj’s Annual General Meeting of Shareholders was held on April 6, 2022 at Leonardo auditorium, Innopoli 1 at the address Tekniikantie 12, 02150 Espoo, Finland. Read more Annual General Meeting 2021 Etteplan Oyj’s Annual General Meeting of Shareholders was held on Thursday, April 8, 2021 at the premises of the Company in Espoo, Finland. Read more Annual General Meeting 2020 Etteplan Oyj’s Annual General Meeting of Shareholders will be held on Thursday, April 2, 2020 at 10:00 a.m. at the premises of the Company at the address Ensimmäinen Savu, 01510 Vantaa, Finland. Read more Annual General Meeting 2019 Etteplan Oyj’s Annual General Meeting of Shareholders was held on Thursday, April 4th, 2019 at 10:00 a.m. at Etteplan premises in Vantaa, Finland. Read more Annual General Meeting 2018 Etteplan Oyj’s Annual General Meeting of Shareholders was held on Thursday, April 5th, 2018 starting at 10:00 a.m. at Etteplan premises in Vantaa, Finland. Read more Annual General Meeting 2017 Etteplan Oyj’s Annual General Meeting of Shareholders was held on Tuesday, April 4th, 2017 starting at 13:00 p.m. at Etteplan premises in Vantaa, Finland. Read more Annual General Meeting 2016 Etteplan Oyj's Annual General Meeting of Shareholders will be held on Tuesday, April 5, 2016. Read more Annual General Meeting 2015 Etteplan Oyj's (“Company”) Annual General Meeting of Shareholders was held on Friday, March 27, 2015 starting at 1:00 p.m. at the premises of the Company at the address Ensimmäinen Savu, 01510 Vantaa, Finland. Read more Annual General Meeting 2014 Etteplan Oyj’s Annual General meeting was held on March 26, 2014 starting at 1.00 p.m. at the premises of the Company at the address Ensimmäinen Savu, 01510 Vantaa, Finland. Read more Extraordinary General Meeting 2013 The Extraordinary General Meeting of Shareholders of Etteplan Oyj was held at the premises of the Company in Vantaa on November 18, 2013. Read more Annual General Meeting 2013 Etteplan Oyj’s Annual General meeting was held on March 27, 2013 starting at 1 p.m. at the premises of the Company in Vantaa at the address Ensimmäinen Savu, 01510 Vantaa, Finland. Read more Annual General Meeting 2012 Etteplan Oyj’s Annual General meeting was held on March 30, 2012. Read more Annual General Meeting 2011 The Etteplan Oyj Annual General Meeting was held on Thursday, March 31, 2011. Read more Reasons to invest in us See more Key financial data See more 5 year history Consolidated statement of comprehensive income Consolidated statement of financial position Consolidated statement of cash flows 5 year history Back to Key financial data EUR 1,000, Financial period Jan 1 – Dec 31 2022 2021 2020 2019 2018 Revenue 350,170 300,111 259,702 263,292 236,477 Change in revenue, % 16.7 15.6 -1.4 11.3 10.1 Operating profit (EBITA) 33,915 30,139 26,172 25,964 22,555 % of revenue 9.7 10.0 10.1 9.9 9.5 Operating profit (EBIT) 28,622 25,754 22,380 22,819 20,184 % of revenue 8.2 8.6 8.6 8.7 8.5 Profit before taxes 22,386 24,867 21,080 21,924 19,396 % of revenue 6.4 8.3 8.1 8.3 8.2 Profit for the financial year 18,151 20,044 17,077 17,387 15,280 Return on equity, % 17.7 21.6 20.8 24.1 24.4 ROCE, % 15.9 16.0 16.0 19.9 21.3 Equity ratio, % 38.2 39.7 40.5 38.9 42.9 Gross investments 40,940 30,582 29,697 36,908 16,527 % of revenue 11.7 10.2 11.4 14.0 7.0 Net gearing, % 66.8 48.6 46.6 52.6 29.8 Personnel, average 3,945 3,480 3,320 3,305 2,995 Personnel at year end 3,951 3,629 3,267 3,447 3,055 Employee benefits expenses 227,823 197,596 177,301 172,520 156,183 Back to Key financial data Read more Consolidated statement of comprehensive income Back to Key financial data EUR 1,000 Jan 1 - Dec 31, 2022 Jan 1 - Dec 31, 2021 Revenue 350,170 300,111 Other operating income 2,826 1,289 Materials and services -40,395 -31,685 Employee benefits expenses -227,823 -197,596 Other operating expenses -36,140 -28,527 Depreciation and amortization -20,018 -17,839 Operating profit (EBIT) 28,622 11.1% 25,754 8,6% Financial income 1,044 593 Financial expenses -7,280 -1,480 Profit before taxes 22,386 24,867 Income taxes -4,235 -4,823 Profit for the financial year 18,151 20,044 Other comprehensive income, that may be reclassified to profit or loss Currency translation differences -4,229 -589 Other comprehensive income, that will not be reclassified to profit or loss Change in fair value of equity investments at fair value through other comprehensive income -31 32 Other comprehensive income for the year, net of tax -2,900 -557 Total comprehensive income for the year 15,251 19,487 Profit for the financial year attributable to Equity holders of the parent company 18,151 20,044 Total comprehensive income attributable to Equity holders of the parent company 15,251 19,487 Earnings per share calculated from the profit attributable to equity holders of the parent company Basic earnings per share, EUR 0.73 0.80 Diluted earnings per share, EUR 0.73 0.80 The notes are an integral part of the Financial Statements. Back to Key financial data Read more Consolidated statement of financial position Back to Key financial data EUR 1,000 Dec 31, 2022 Dec 31, 2021 ASSETS Non-current assets Goodwill 105,385 92,380 Other intangible assets 32,745 28,807 Tangible assets 24,808 24,759 Investments at fair value through other comprehensive income 2,414 418 Other non-current receivables 1,016 54 Deferred tax assets 622 731 Non-current assets, total 166,990 147,150 Current assets Inventory 635 376 Work in progress 30,181 26,810 Trade and other receivables 62,405 47,988 Current tax assets 1,364 273 Cash and cash equivalents 19,564 30,356 Current assets, total 114,149 105,803 TOTAL ASSETS 281,138 252,953 EQUITY AND LIABILITIES Equity Share capital 5,000 5,000 Share premium account 6,701 6,701 Unrestricted equity fund 23,966 22,037 Own shares -1,059 -1,245 Cumulative translation adjustment -7,702 -3,473 Other reserves 103 133 Retained earnings 79,302 69,761 Equity, total 106,311 98,914 Non-current liabilities Deferred tax liabilities 9,758 7,408 Loans from financial institutions 47,852 30,350 Lease liabilities 8,478 8,777 Other non-current liabilities 33 827 Non-current liabilities, total 71,018 47,362 Current liabilities Loans from financial institutions 21,139 25,453 Lease liabilities 13,114 13,894 Advances received 2,856 3,891 Trade and other payables 63,532 61,673 Current income tax liabilities 3,168 1,766 Current liabilities, total 103,809 106,677 Liabilities, total 174,828 154,039 TOTAL EQUITY AND LIABILITIES 281,138 252,953 The notes are an integral part of the financial statements. Back to Key financial data Read more Consolidated statement of cash flows Back to Key financial data EUR 1,000 Jan 1 - Dec 31, 2022 Jan 1 - Dec 31, 2021 OPERATING CASH FLOW Cash receipts from customers 341,201 287,564 Operating expenses paid -306,220 -253,056 Operating cash flow before financial items and taxes 34,981 34,508 Interest and payment paid for financial expenses -1,721 -1,289 Interest received 113 80 Income taxes paid -5,277 -6,205 Operating cash flow (A) 28,095 27,093 INVESTING CASH FLOW Purchase of tangible and intangible assets -1,711 -2,157 Acquisition of subsidiaries, net of cash acquired -20,871 -14,255 Proceeds from sale of tangible and intangible assets 52 17 Proceeds from repayment of loans 0 73 Investing cash flow (B) -25,526 -16,321 Cash flow after investments (A+B) 2,570 10,772 FINANCING CASH FLOW Proceeds from directed share issue 0 1,936 Purchase of own shares 0 -1,382 Issue of new current loans 13,144 6,941 Repayments of current loans -32,534 -30,060 Issue of new non-current loans 27,999 37,503 Repayments of non-current loans -16 -6 Payment of lease liabilities -12,657 -11,478 Dividend paid -9,970 -8,461 Financing cash flow (C) -14,034 -5,007 Variation in cash (A+B+C) increase (+) / decrease (-) -11,464 5,765 Assets at the beginning of the financial period 30,356 24,407 Exchange gains or losses on cash and cash equivalents 672 184 Assets at the end of the financial period 19,564 30,356 The notes are an integral part of the Financial Statements. Back to Key financial data Read more Reports & presentations Browse reports and presentations Investor calendar Read more Share information See more Share information Share monitor Investment calculator Historical share prices Dividend and payment history Major shareholders Flaggings Etteplan Oyj's rights issue 2016 Share information Read more Share monitor Read more Investment calculator Read more Historical share prices Read more Dividend and payment history Read more Major shareholders Read more Flaggings Read more Etteplan Oyj's rights issue 2016 Read more Corporate governance See more General meeting Articles of association Board of Directors Nomination and Remuneration Committee Audit Committee CEO and Management group Remuneration Risk management Insider management Transactions of managers Audit Communications General meeting Read more Articles of association Read more Board of Directors Read more Nomination and Remuneration Committee Read more Audit Committee The Board of Directors of Etteplan Oyj has appointed an Audit Committee among the Directors. The Board has confirmed the central duties and operating principles of the committee in a written charter. The Audit Committee reports regularly on its work to the Board. Read more CEO and Management group Read more Remuneration Read more Risk management Read more Insider management Read more Transactions of managers Read more Audit Read more Communications Read more Investor contacts & analyst coverage see more