Framery Group Plc | Stock Exchange Release | April 27, 2026 at 17:30:00 EEST
Framery Group Plc's Annual General Meeting (AGM) was held today, 27 April 2026, in Tampere. The AGM adopted the Company's financial statements and consolidated financial statements, discharged the members of the Board and the CEO from liability for the financial year 2025 and approved the Company's remuneration report. In addition, the AGM adopted the following resolutions.
Dividend for 2025
The AGM approved the Board of Directors' proposal to pay a dividend of EUR 0.23 per share for the financial year 2025. The dividend will be paid on 7 May 2026 to a shareholder who on the dividend record date 29 April 2026 is registered in the Company's shareholders' register held by Euroclear Finland Oy.
Remuneration of the Board of Directors
The AGM resolved that the members of the Board of Directors be paid remuneration as follows:
- EUR 6,000 per month to the Chair of the Board of Directors;
- EUR 4,000 per month to each member of the Board of Directors; and
- no board remuneration to the representatives of Vaaka Partners Oy.
The fees are paid semi-annually. The AGM further resolved that the members of the Board of Directors be paid a separate meeting fee of EUR 4,000 for meetings held on a different continent than the member's home country, provided that the member travels to the meeting outside their home country. In other cases, no separate meeting fees are paid.
Reasonable travel expenses and other costs incurred by the Chair and the members of the Board of Directors will be reimbursed against receipts in accordance with the company's travel policy.
Composition of the Board of Directors
The AGM resolved to elect six members of the Board of Directors. Of the current members of the Board of Directors, Mika Sutinen, Timo Toikkanen, Gregory Bylsma, Ville Koskenvuo and Pipsa Loimijoki were re-elected, and Susan Repo was elected as a new member of the Board of Directors for a term beginning at the close of the AGM and ending at the close of the next Annual General Meeting.
Auditor and sustainability reporting assurance provider
Ernst & Young Oy, Authorised Public Accountants, was re-elected as the Company's auditor for a term that ends at the close of the next Annual General Meeting. Ernst & Young Oy, Authorised Sustainability Audit Firm, was re-elected as the Company's sustainability reporting assurance provider for a term that ends at the close of the next Annual General Meeting. Ernst & Young had informed the Company that APA, ASA, Juha Hilmola would act as the principal auditor and the principal sustainability auditor.
The AGM resolved that the remuneration to the auditor and the sustainability reporting assurance provider be paid according to invoices approved by the Company.
Authorisation to resolve on the repurchase of the Company's own shares
The AGM resolved to authorise the Board of Directors to resolve on the repurchase of the Company's own shares in one or several tranches. The maximum number of shares to be repurchased by virtue of the authorisation shall be 7,500,000 shares, which corresponds to approximately 9.5 percent of all shares in the Company. Based on the authorisation, the Company's own shares may be repurchased otherwise than in proportion to the shareholdings of the shareholders (directed repurchase). The Company's own shares may be repurchased using the unrestricted equity of the Company at a price formed in public trading on the date of the repurchase or at a price otherwise formed on the market. The Board of Directors shall resolve how the own shares will be repurchased.
The Company's own shares may be repurchased to be used for the purpose of developing the Company's capital structure, financing or implementing corporate acquisitions or other corporate arrangements, rewarding or committing key persons of the Company, or for other purposes decided by the Board of Directors.
The Board of Directors shall resolve on all other terms related to the repurchasing of the Company's own shares.
The authorisation is valid until the close of the next Annual General Meeting, but no longer than until 30 June 2027. The authorisation shall revoke previous unused authorisations for the repurchase of the Company's own shares.
Authorisation to issue shares and special rights entitling to shares
The AGM resolved to authorise the Board of Directors to resolve on the issuance of shares and special rights entitling to shares referred to in Chapter 10, Section 1 of the Finnish Companies Act in one or several instalments. The maximum number of shares to be issued by virtue of the authorisation shall be 7,500,000, which corresponds to approximately 9.5 percent of all shares in the Company. The issuance of shares may be carried out by offering new shares or by transferring treasury shares held by the Company. Based on the authorisation, the Board of Directors may also resolve on a directed share issue in deviation from the shareholders' pre-emptive rights and on the granting of special rights subject to the conditions mentioned in the Finnish Companies Act. The new shares and treasury shares may be issued for consideration or without consideration.
The Board of Directors shall resolve on all other terms of the issuance of shares and special rights entitling to shares referred to in Chapter 10, Section 1 of the Finnish Companies Act. The authorisation may, for example, be used for the purpose of developing the Company's capital structure, financing or implementing corporate acquisitions or other corporate arrangements, rewarding or committing key persons of the Company, or for other purposes decided by the Board of Directors.
The authorisation is valid until the close of the next Annual General Meeting, but no longer than until 30 June 2027. The authorisation shall revoke previous unused share issue authorisations.
Further information:
Samu Hällfors, CEO, Tel. +35850 410 5133, samu.hallfors@framery.com
Distribution:
Nasdaq Helsinki Oy
Key media
framery.com
Framery in Brief
Framery enables people to focus on what truly matters and to get things done. With its soundproof smart pods and smart office solution, Framery turns ordinary offices into places people love. This is why Framery is an essential part of a successful workday for millions of workers in over a hundred countries and within many of the world's leading companies.
