Municipality Finance Plc
Stock Exchange Release
4 March 2020 at 1.30 pm (EET)
Proposals to the Annual General Meeting of Municipality Finance Plc
The Board of Directors (hereinafter the Board) and the Shareholders’ Nomination Committee have made the following proposals to the Annual General Meeting (the AGM) convening on 25 March 2020 at 10:00 (EET):
Use of profit shown on the balance sheet
Municipality Finance Plc (MuniFin) has distributable funds of EUR 135,368,162.93 of which the profit for the financial year totaled EUR 7,750,348.23. The Board proposes to the AGM that a dividend of EUR 0.16 per share, totaling EUR 6,250,207.68, shall be paid out and that the remainder of distributable funds of EUR 129,117,955.25 be retained in equity.
In recent years, the company has been consistently preparing for the anticipated entering into force of banking regulation related capital ratio requirements, the leverage ratio requirement in particular. The Board estimates that distribution of dividends will not place the fulfilment of the capital requirements or the company’s liquidity in jeopardy. MuniFin clearly fulfils all the prudential requirements set to it. Dividends will be paid to shareholders who are recorded in the company’s list of shareholders on 1 April 2020. The Board proposes that the dividends be paid on 6 April 2020.
Remuneration and composition of the Board of Directors
The Shareholders’ Nomination Committee proposes to the AGM the following remuneration of the Board of Directors for the term from the closing of the 2020 AGM, to the closing of the next AGM (the Term 2020–2021): annual fixed remuneration of a Board member EUR 20,000; annual fixed remuneration of the Vice Chairperson of the Board EUR 23,000; annual fixed remuneration of the Chairperson of the Risk or Audit Committee EUR 25,000; annual fixed remuneration of the Chairperson of the Board EUR 35,000; to the members, a fee of EUR 500 per Board and committee meeting attended; and to the chairpersons, EUR 800 per meeting attended. The Shareholders’ Nomination Committee also proposes to the AGM that such fees are also paid per each meeting required by authorities. The remuneration proposal means an increase of EUR 5,000 to the present remuneration of the Chairpersons of the Risk and Audit Committee. Otherwise, the proposed remuneration corresponds to the remuneration for the term 2019–2020.
The Shareholders’ Nomination Committee proposes to the AGM that eight members will be elected to the Board of Directors for the Term 2020–2021 and that the following current members will be re-elected: Ms. Maaria Eriksson, Mr. Markku Koponen, Mr. Kari Laukkanen, Ms. Vivi Marttila, Ms. Tuula Saxholm and Ms. Helena Walldén. Further, the Shareholders’ Nomination Committee proposes the election of Mr. Denis Strandell and Mr. Kimmo Viertola as new members of the Board for the Term 2020–2021.
Denis Strandell is the Mayor of the city of Hanko with a long prior experience from various positions in the financial sector. He has comprehensive expertise and experience in market risks and investment services in particular. Kimmo Viertola is the Director General of the Government’s Ownership Steering Department. Viertola has a long experience from operations in the financial sector, including his work at Suomen Teollisuussijoitus Oy and in the banking sector.
The Shareholders’ Nomination Committee proposes to the Board of Directors to be elected by the AGM to appoint Helena Walldén as the Chairperson and Tuula Saxholm as the Vice Chairperson.
Election and remuneration of the Auditor
The Board of Directors proposes to the AGM to re-elect KPMG Oy Ab as the company’s auditor for the term 2020–2021. KPMG Oy Ab has announced that in the event they are elected as the company’s auditor, Ms. Tiia Kataja, APA, will act as the principal auditor. Tiia Kataja has acted as the principal auditor during the previous term as well. The Board proposes to the AGM that the auditor’s fees will be paid against reasonable invoices.
The invitation to the AGM, including relevant appendices, is available on MuniFin’s website in Finnish.
MUNICIPALITY FINANCE PLC
Esa Kallio
President and CEO
tel. +358 50 337 7953
MuniFin (Municipality Finance Plc) is one of Finland’s largest credit institutions: the company’s balance sheet totals nearly EUR 39 billion. The company is owned by Finnish municipalities, the public sector pension fund Keva and the Republic of Finland.
MuniFin’s mission is to build a better future in line with the principles of responsibility and in cooperation with its customers. MuniFin’s customers are Finnish municipalities, municipal federations, municipally controlled entities and non-profit housing organisations. Lending is used for environmentally and socially responsible investment targets such as public transportation, sustainable buildings, hospitals and healthcare centres, schools and day care centres, and homes for people with special needs.
MuniFin’s customers are domestic but the company operates in a completely global business environment. It is the most active Finnish bond issuer in international capital markets and the first Finnish green bond issuer. The funding is exclusively guaranteed by the Municipal Guarantee Board.
The Municipality Finance Group also includes the subsidiary company, Financial Advisory Services Inspira Lt.
Read more: www.munifin.fi