RAPALA VMC CORPORATION, Decisions of general meeting, May 8, 2025 at 4:00 p.m. EET
The Annual General Meeting (AGM) of Rapala VMC Corporation has on 8 May 2025 adopted the financial statement of the financial year 2024 and discharged the members of the Board of Directors, the CEO and the deputy CEO from liability for the financial year that ended on 31 December 2024. The AGM approved the remuneration report for governing bodies for the financial year 2024.
The AGM approved the Board of Director's proposal, according to which no dividend be paid based on the adopted balance sheet for the financial year 2024.
The AGM approved that the Board of Directors consists of six members. Emmanuel Viellard, Julia Aubertin, Vesa Luhtanen, Alexander Rosenlew, Johan Berg and Pascal Lebard were re-elected as members of the Board of Directors. The AGM resolved that the annual fee paid to each Board member is EUR 25,000 and EUR 70,000 to the Chairman of the Board. Board members are paid EUR 1,000 per meeting for attendance at meetings of the Board and its committee.
In its organising meeting, the Board elected Alexander Rosenlew as Chairman of the Board.
Authorised Public Accountants Firm Deloitte Ltd was elected as the company's auditor. Deloitte Ltd has informed that Authorized Public Accountant and Authorized Sustainability Auditor Jenny Lindvall will be the principal auditor. The auditor's fee shall be paid according to the approved invoice.
The sustainability audit firm Deloitte Ltd was elected as the company's sustainability reporting assurer. Deloitte Ltd has informed that Authorized Public Accountant and Authorized Sustainability Auditor Jenny Lindvall will be the principal sustainability reporting assurer. The sustainability reporting assurer's fee shall be paid according to the approved invoice.
The AGM authorised the Board of Directors to resolve in accordance with the proposal of the Board of Directors on the issuance of a maximum of 3,900,000 shares through a share issue or by issuing options and other special rights entitling to shares pursuant to chapter 10, section 1 of the Finnish Limited Liability Companies Act in one or several tranches. The proposed maximum number of shares corresponds to 10% of all shares in the company. The authorisation can also be used for incentive arrangements for the company's management and key persons, however, no more than 900,000 shares in total may be granted for this purpose. The authorisation covers both the issuance of new shares and the transfer of treasury shares held by the company, and the issuance may be carried out with or without payment. Under the authorisation, the Board of Directors may issue shares or options and other special rights entitling to shares also otherwise than in proportion to the shareholdings of the shareholders (directed share issue). The Board of Directors is entitled to resolve on all terms and conditions of share issues and the issue of option rights and other special rights entitling to shares. The authorisation is valid until 30 June 2026.
The AGM authorised the Board of Directors to resolve in accordance with the proposal of the Board of Directors to repurchase a maximum of 2,000,000 the company's own shares by using the company's unrestricted equity in one or several tranches. The proposed maximum number of shares corresponds to approximately 5.13% of the company's total number of shares. The shares may be repurchased for developing the company's capital structure, for financing or carrying out potential corporate acquisitions or other business arrangements, to be used as a part of the company's remuneration or incentive plan or to be otherwise transferred further or cancelled, for example. The shares may be repurchased otherwise than in proportion to the existing shareholdings of the company as directed repurchases at the market price of the shares quoted on the trading venues where the company's shares are traded or at the price otherwise established on the market at the time of the repurchase. The authorisation is valid until 30 June 2026.
Rapala VMC Corporation
Cyrille Viellard
President and Chief Executive Officer
Additional Information
For additional information, please contact: Tuomo Leino, Investor Relations (tel. +358 9 7562 540)
About Rapala VMC Corporation
Rapala VMC Group is the world's leading fishing tackle company with a largest distribution network in the industry. The Group is a global market leader in fishing lures, treble hooks and fishing related knives and tools. The main manufacturing facilities are in Finland, France, Estonia, and the UK. The Group's brand portfolio includes leading brands in the industry such as Rapala, VMC, Sufix, 13Fishing as well as Okuma in Europe. The Group, with net sales of EUR 221 million in 2024, employs some 1 400 people in approximately 40 countries. Rapala VMC Corporation's share is listed and traded on the Nasdaq Helsinki stock exchange since 1998.
www.rapalavmc.com
