Municipality Finance Plc
Stock exchange release
23 March 2017 at 4:00 p.m. (EET)
Resolutions by the Annual General Meeting of Municipality Finance Plc held on 23 March 2017
The Annual General Meeting of Municipality Finance Plc held on 23 March 2017 adopted the company's financial statements and discharged the members of the Board of Directors and the CEO from liability for the financial year 2016.
Use of profit shown on the balance sheet
The Annual General Meeting decided that no dividend will be distributed and that the distributable funds of EUR 61,496,269.28 be retained in equity. The company needs to continue preparing for tightening own funds requirements by increasing its Tier 1 capital through profit and loss.
Remuneration and composition of the Board of Directors
The Annual General Meeting decided the following remuneration for the members of the Board of Directors for the term 2017-2018: annual remuneration of a Board member EUR 15,000; annual remuneration of the Vice Chairman of the Board EUR 18,000; annual remuneration of the Chairman of the Board EUR 30,000; to the members, a fee of EUR 500 per Board and committee meeting attended; and to the chairmen, EUR 800 per meeting attended. The remuneration corresponds with the remuneration paid for the previous term.
The Annual General Meeting decided that eight members will be elected to the Board of Directors for the term 2017-2018 and that the following current members will be re-elected: Mr. Fredrik Forssell, Mr. Tapani Hellstén, Mr. Teppo Koivisto, Ms. Vivi Marttila, Ms. Tuula Saxholm, and Ms. Helena Walldén. The Annual General Meeting confirmed the election of Ms. Minna Helppi and Mr. Jari Koskinen as new members of the Board of Directors.
The CEO's review: Strong results despite changes in operating environment
Pekka Averio, the President and CEO of Municipality Finance, reminded in his speech that despite the changes in the operating environment the company once again recorded strong results for 2016 and was very successful in its funding. This benefits all of the company's customers and shareholders, Mr. Averio said.
Election and remuneration of the Auditor
KPMG Oy Ab, Authorized Public Accountants, was elected as the company's auditor with Marcus Tötterman, Authorized Public Accountant, as the principal auditor. The auditor's fees will be paid against the invoices approved by the company.
Amendment of the Articles of Association
The Annual General Meeting decided to amend the company's Articles of Association by removing the limitation relating to the age of the elected Board member. The limitation in question does not correspond with the current market practice, and the Shareholders' Nomination Committee will take into account the sufficient rotation of the Board members when preparing their annual proposal for the composition of the Board of Directors.
In addition, the Annual General Meeting decided that the summons to a General Meeting can be delivered by dispatching an ordinary letter instead of a registered letter.
Constitutive Meeting of the Board of Directors
At its constitutive meeting, the Board of Directors appointed Helena Walldén as the Chairwoman and Tapani Hellstén as the Vice Chairman of the Board. The following persons were appointed to the Remuneration Committee: Helena Walldén as the Chairwoman, and Tapani Hellstén and Teppo Koivisto as members. The following persons were appointed to the Audit Committee: Tuula Saxholm as the Chairwoman, and Jari Koskinen and Vivi Marttila as members. The following persons were appointed to the Risk Committee: Fredrik Forssell as the Chairman, and Minna Helppi and Teppo Koivisto as members.
Additional information on the company's operations in 2016 is available in the company's Annual Report, which can be downloaded in PDF format from the company website at www.munifin.fi.
MUNICIPALITY FINANCE PLC
President and CEO
tel. +358 500 406 856
Measured by the group's balance sheet, Municipality Finance Plc (MuniFin) is Finland's second largest credit institution. The company is owned by Finnish municipalities, the public sector pension fund Keva and the Republic of Finland. MuniFin is an integral part of the Finnish public economy.
MuniFin's balance sheet totals approximately EUR 34 billion. Funding for the company is primarily obtained through the international capital markets. MuniFin's funding is guaranteed by the Municipal Guarantee Board.
MuniFin's mission is to ensure competitive funding for local government investments and state-subsidised social housing production in all market conditions. The company's customers are Finnish municipalities, municipal federations, municipally controlled companies and non-profit housing corporations. The customers use financing solutions provided by MuniFin to finance social and non-profit targets such as day care centres, schools, housing, hospitals and other municipal investments.
The Municipality Finance Group also includes the subsidiary company, Financial Advisory Services Inspira Ltd.