1. Shareholders registered in the shareholders’ register
Each shareholder, who is on 16 March 2020 registered in the shareholders’ register of the Company held by Euroclear Finland Ltd., has the right to participate in the General Meeting. A shareholder, whose shares are registered on his/her personal Finnish book-entry account, is registered in the shareholders’ register of the Company.
A shareholder, who wants to participate in the General Meeting, shall register for the meeting by 11.00 a.m. on 23 March 2020 at the latest by giving a prior notice of participation. Such notice can be given as of 13 February 2020:
- on the Company’s website at www.metsaboard.com;
- by e-mail to metsaboard.AGM@metsagroup.com;
- by mail to Metsä Board Corporation, Legal Services/Nenonen, P.O. Box 20, FI-02020 Metsä; or
- by telephone on weekdays as of 19 February between 10 a.m. and 11 a.m. to +358104654102.
In connection with registration, a shareholder shall notify his/her name, personal identification number, address, telephone number and the name of a possible assistant or proxy representative and the personal identification number of such proxy representative. A shareholder, his/her representative or proxy representative must, when necessary, provide proof of his/her identity and representation right at the meeting venue.
2. Holders of nominee registered shares
A holder of nominee registered shares has the right to participate in the general meeting by virtue of such shares, based on which he/she on 16 March 2020 would be entitled to be registered in the shareholders’ register of the company held by Euroclear Finland Ltd. The right to participate requires, in addition, that the shareholder on the basis of such shares has been registered in the temporary shareholders’ register held by Euroclear Finland Ltd. at the latest by 10 a.m. on 23 March 2020. As regards nominee registered shares this constitutes due registration for the general meeting. Changes in shareholdings after 16 March 2020 do not have an effect on the shareholder’s right to participate in the general meeting nor to the number of votes held.
A holder of nominee registered shares is advised to request from his/her custodian bank, without delay, necessary instructions regarding the registration in the shareholder’s register of the Company, the issuing of proxy documents and registration for the general meeting. The account management organization of the custodian bank shall register a holder of nominee registered shares wishing to participate in the general meeting to be temporarily entered into the shareholders’ register of the Company by the above specified time at the latest. A shareholder can issue a Power of Attorney to the custodian bank in accordance with the guidelines of such custodian. Should the shareholder wish to authorize a representative other than the custodian to represent him/her, such representative shall present to the company a dated Power of Attorney authorizing the representative to act for such shareholder.
3. Proxy representative and powers of attorney
A shareholder may participate in the General Meeting and exercise his/her rights at the meeting by way of proxy representation. A proxy representative shall produce a dated proxy document or otherwise in a reliable manner demonstrate his/her right to represent the shareholder at the General Meeting. Possible proxy documents shall be delivered to Metsä Board Corporation, Legal Services/Nenonen, P.O. Box 20, FI-02020 Metsä before the last day of registration.
4. Other instructions and information
In accordance with §18.3 of Chapter 5 of the Companies Act, all information provided for in the Finnish Companies Act and Securities Markets Act, respectively, is available at the Company’s website at www.metsaboard.com. Pursuant to chapter 5, paragraph 25 of the Companies Act, a shareholder who is present at a General Meeting has the right to request information with respect to the matters to be considered at the meeting.
The personal data given to the company is used only in connection with the General Meeting and the processing of related registrations.
On the date of this notice, the total number of shares in Metsä Board Corporation is 33,087,647 A-shares and 322,425,099 B-shares carrying an aggregate of 964,178,039 votes. According to the Articles of Association each A share carries twenty (20) votes while each B share carries one (1) vote. On the date of this invitation the Company did not hold any of its own shares.