Wulff Group Plc’s Annual General Meeting held on April 3, 2025 decided to distribute a dividend of EUR 0.16 per share be paid for the financial year 2024. The dividend will be paid in two instalments. The record date of the first instalment of EUR 0.08 per share will be April 7, 2025 and the payment date will be April 14, 2025. The record date of the second instalment of the dividend of EUR 0.08 per share will be October 6, 2025 and the payment date will be October 13, 2025. The Annual General Meeting authorised the Board of Directors to decide on the repurchase of the company’s own shares. Also, the other proposals to the Annual General Meeting were accepted as such.
Kari Juutilainen, Lauri Sipponen, Jussi Vienola and Kristina Vienola were elected as members of the Board. The organising meeting of Wulff Group Plc’s Board of Directors, held after the Annual General Meeting, decided that the Chairman of the Board is Kari Juutilainen.
The Annual General Meeting decided that the reimbursements to the Auditors are paid on the basis of reasonable invoicing. BDO Oy, a company of Authorized Public Accountants, with Authorized Public Accountant Joonas Selenius as the lead audit partner, was chosen as the auditor of Wulff Group Plc.
The Annual General Meeting decided that the reimbursements to Authorised Sustainability Auditor’s remuneration and the reimbursements of their expenses are paid on the basis of reasonable invoicing. BDO Oy, Sustainability Audit Company, with Authorized Sustainability Auditor Joonas Selenius was chosen as the sustainability auditor of Wulff Group Plc. The Annual General Meeting decided, differing from the proposal, that the decision is conditional on the company being legally required to provide sustainability reporting assurance for the financial year 2025.
The Annual General Meeting adopted the financial statements for the financial year 2024 and discharged the members of the Board of Directors and CEO from liability for the financial year 2024.
The Annual General Meeting adopted the remuneration report for the year 2024 proposed by the Board of Directors.
Payment of dividend
Wulff Group Plc’s Annual General Meeting held on April 3, 2025 decided to distribute a dividend of EUR 0.16 per share be paid for the financial year 2024. The dividend will be paid in two instalments. The record date of the first instalment of EUR 0.08 per share will be April 7, 2025 and the payment date will be April 14, 2025. The record date of the second instalment of the dividend of EUR 0.08 per share will be October 6, 2025 and the payment date will be October 13, 2025.
Remuneration report of the company's governing bodies 2024
The Annual General Meeting adopted the remuneration report 2024 proposed by the Board of Directors.
Members of the Board of Directors
The Annual General Meeting decided that the number of the board members is four. Kari Juutilainen, Lauri Sipponen, Jussi Vienola and Kristina Vienola were elected as members of the Board. The organising meeting of Wulff Group Plc’s Board of Directors, held after the Annual General Meeting, decided that the Chairman of the Board is Kari Juutilainen.
The Annual General Meeting decided that the members of the Board of Directors will receive a monthly fee of EUR 1,250.
Auditors
The Annual General Meeting decided that the reimbursements to the Auditors are paid on the basis of reasonable invoicing. BDO Oy, a company of Authorized Public Accountants, with Authorized Public Accountant Joonas Selenius as the lead audit partner, was chosen as the auditor of Wulff Group Plc.
Authorised Sustainability Auditors
The Annual General Meeting decided that the reimbursements to Authorised Sustainability Auditor’s remuneration and the reimbursements of their expenses are paid on the basis of reasonable invoicing. BDO Oy, Sustainability Audit Company, with Authorized Sustainability Auditor Joonas Selenius was chosen as the sustainability auditor of Wulff Group Plc. The Annual General Meeting decided, differing from the proposal, that the decision is conditional on the company being legally required to provide sustainability reporting assurance for the financial year 2025.
Authorizing the Board of Directors to decide on the repurchase of the company’s own shares
The Annual General Meeting authorised the Board of Directors to resolve on the acquisition of maximum 300,000 own shares. The authorization is effective until April 30, 2026. The authorization encompasses the acquisitions of the own shares through the public trading arranged by Nasdaq Helsinki Oy in pursuance of its rules or through a purchase offer made to the shareholders. The consideration paid for the acquired shares must be based on the market price. To carry out treasury share acquisitions, derivative, stock loan and other agreements may be made on the capital market in accordance with the relevant laws and regulations.
The authorization entitles the Board of Directors to deviate from the pre-emptive rights of shareholders (directed acquisition) in accordance with the law. The company can acquire treasury shares to carry out acquisitions or other business-related arrangements, to improve the company's capital structure, to support the implementation of the company's incentive scheme or to be cancelled or disposed of. The Board of Directors has the right to decide on other matters related to the acquisition of treasury shares.
Authorizing the Board of Directors to decide on a share issue and the special entitlement of the shares
The Annual General Meeting authorised the Board to decide on the issue of new shares, disposal of treasury shares and/or the issue of special rights referred to in Chapter 10, Section 1 of the Companies Act in the following way:
The authorisation entitles the Board to issue a maximum of 1,300,000 shares, representing approximately 20% of the company's currently outstanding stock, based on a single decision or several decisions. This maximum number encompasses the share issue and the shares issued on the basis of special rights. The share issue may be subject to or exempt from fees and may be carried out for the company itself as provided in the law.
The authorisation remains in force until April 30, 2026. The authorisation entitles the Board to deviate from shareholders' pre-emptive rights as provided in the law (private placement). The authorisation can be used to carry out acquisitions or other business-related arrangements, to finance investments, to improve the company's capital structure, to support the implementation of the company's incentive scheme or for other purposes as decided by the Board.
The authorisation includes the right to decide on the way in which the subscription price is entered in the company's balance sheet. The subscription price can be paid in cash or as a non-cash contribution, either partly or in full, or by offsetting the subscription price with a receivable of the subscriber. The Board of Directors has the right to decide on other matters related to the share issue.
In Espoo on April 3, 2025
WULFF GROUP PLC BOARD OF DIRECTORS
Further information CEO Elina Rahkonentel: +358 40 647 1444e-mail: elina.rahkonen@wulff.fi
DISTRIBUTIONNasdaq Helsinki OyKey mediawww.wulff.fi/en
What Wulff? Worklife services ranging from staff leasing solutions to consulting and accounting services, products for work environments to workplace, remote and mobile work, as well as exhibitions, event services, and commercial interior design. We deliver also Canon printing and document management services. Founded in 1890, Wulff operates, in addition to Finland, in Sweden, Norway and Denmark. The company has been listed on the stock exchange since 2000 and its net sales in 2024 were EUR 102.8 million. Focusing on sustainable products, services, and operations, Wulff aims for profitable growth and net sales of EUR 230 million in 2030.
Attachments
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Wulff Group Plc 3.4.2025 AGM decisions.pdf
