Annual General Meeting 2023

Kemira Oyj’s Annual General Meeting will be held on Wednesday, March 22, 2023 at 1.00 p.m. EET at Marina Congress Center, Katajanokanlaituri 6, Helsinki. Registration for the meeting and advance voting have ended.

A shareholder who is registered on the record date of the AGM, March 10, 2023 in the shareholders’ register of the Company maintained by Euroclear Finland Ltd, is entitled to participate in the AGM. A shareholder, whose shares have been recorded in his/her personal book-entry account, is registered in the Company’s shareholders’ register.

Registered shareholders who are not attending the AGM in person at the meeting venue, have the possibility to follow the meeting via a live webcast, to comment and ask questions in writing through a chat function during the review by the President and CEO. Participation through the live webcast or submitting written questions or comments through the chat function is not deemed as official participation in the AGM or the exercise of the shareholder’s right to ask questions or speak at the meeting. Written questions submitted through the chat function are not questions referred to in Chapter 5 Section 25 of the Finnish Companies Act. The link to follow the live webcast will be sent after the record date of the AGM by email.

Notice to the Annual General Meeting 2023

Registration and advance voting

Registration for the AGM and advance voting will begin on February 21, 2023 at 9.00 a.m. EET.  A shareholder, who is registered in the shareholders’ register of the Company and who wants to participate in the AGM, must register for the meeting no later than March 16, 2023 by 4.00 p.m. EET. In connection with the registration, a shareholder with a Finnish book-entry account, may vote in advance on certain items on the agenda during the registration period via the link on this webpage.

In connection with a registration for the AGM, the shareholder shall notify his/her/its name, date of birth/company identification number, address, telephone number and the name and personal identification number/company identification number of the possible proxy representative. The personal data given to Kemira Oyj or Euroclear Finland Ltd is used only in connection with the AGM and with the processing of related registrations.

Privacy notice

Private individual (private shareholder or his/her proxy):
The electronic registration and advance voting requires the use of strong electronic identification with Finnish online banking credentials or mobile certificate

Other than a private individual:
The electronic registration and advance voting require the shareholder’s identification number and book-entry account number. If the shareholders that are legal persons use the electronic Suomi.fi e-authorization, registration requires a strong electronic authentication of the authorized person, which works with online banking credentials or a mobile certificate.

More information on e-Authorization at www.suomi.fi

Registration for the AGM and advance voting have ended on March 16, 2023

Registration by telephone or mail

A shareholder with a Finnish book-entry account may also register to the AGM by telephone at +358 20 770 6886, on weekdays 9.00 a.m.– 4.00 p.m. EET or by regular mail to the address Kemira Oyj, AGM, P.O. Box 330, FI-00101 Helsinki, Finland. The registration for the AGM must be received no later than March 16, 2023 by 4.00 p.m. EET by which time the registration must be completed.

In connection with a registration for the AGM, the shareholder shall notify his/her/its name, date of birth/company identification number, address, telephone number and the name and personal identification number/company identification number of the possible proxy representative. The personal data given to Kemira Oyj or Euroclear Finland Ltd is used only in connection with the AGM and with the processing of related registrations.

Privacy notice

Further information may also be obtained during the registration period by calling +358 20 770 6886 from Monday to Friday between 9.00 a.m.–4.00 p.m. EET.

Proxy representatives and powers of attorney

A shareholder may participate in the AGM and exercise his/her/its rights at the AGM by way of proxy representation. A proxy representative shall produce a dated proxy document or otherwise demonstrate in a reliable manner his/her/its right to represent the shareholder at the AGM. When a shareholder participates in the AGM by means of several proxy representatives representing the shareholder with shares at different securities accounts, the shares by which each proxy representative represents the shareholder shall be identified in connection with the registration for the AGM.

Proxy documents are requested to be delivered by March 16, 2023 at 4.00 p.m. at the latest by email to legal@kemira.com or by regular mail to Kemira Oyj/AGM, P.O. Box 330, 00101 Helsinki, Finland.

The original proxy must be prepared to be presented at the AGM at the latest. In addition to the delivery of proxies, the shareholder or his/her proxy must take care of registering for the AGM as described above.

Proxy form

Shareholders that are legal persons can also use the electronic Suomi.fi authorization service instead of the traditional proxy in Euroclear Finland Ltd’s general meeting service. In this case, the shareholder that is legal person authorizes an assignee nominated by it in the Suomi.fi service at www.suomi.fi/e-authorizations using the authorization topic “Representation at the General Meeting”. The assignee must identify himself or herself with strong electronic authentication in Euroclear Finland Ltd’s general meeting service when registering, after which the electronic mandate is automatically checked. The strong electronic authentication works with personal online banking credentials or a mobile certificate.

More information on e-Authorization is at www.suomi.fi/e-authorizations

Holders of nominee registered shares

A holder of nominee registered shares has the right to participate in the AGM by virtue of such shares based on which he/she/it would be entitled to be registered in the shareholders’ register of the Company held by Euroclear Finland Ltd on March 10, 2023. The participation in the AGM requires, in addition, that the shareholder on the basis of such shares has been temporarily entered in the shareholders’ register held by Euroclear Finland Ltd at the latest by March 17, 2023 at 10.00 a.m. EET. As regards nominee registered shares, this constitutes due registration for the AGM.

A holder of nominee registered shares is advised to request well in advance necessary instructions regarding the temporary registration in the shareholders’ register, the issuing of proxy documents and registration for the AGM from his/her/its custodian bank. The account operator of the custodian bank shall register a holder of nominee registered shares, who wants to participate in the AGM, temporarily into the shareholders’ register of the Company at the latest by the time set out above and to arrange advance voting, if necessary, on behalf of the holders of the applicable nominee registered shares within the registration period for the nominee registered shares.

Important days

February 10: Notice to the AGM published
February 21 at 9.00 a.m. EET: Registration and advance voting begin
March 10: Record date of the AGM
March 16 at 4 p.m. EET: Deadline for registration and advance voting for shareholders who have a personal Finnish book-entry account
March 16 at 4 p.m. EET: Deadline for proxy documents
March 17 at 10.00 a.m. EET: Deadline for registration for holders of nominee registered shares
March 22: Annual General Meeting, webcast at 1.00 p.m. EET
March 24: Record date for the first installment of the dividend
April 5: Minutes of the AGM available on kemira.com/agm2023
April 5: Proposed payment date for the first installment of the dividend
October-November: The Board of Directors will decide the record date and the payment date for the second installment at its meeting in October 2023.

Annual General Meeting documents

The proposals of the Board of Directors and the Nomination Board, the notice and other documents required by the Finnish Companies Act and the Finnish Securities Market Act are available for inspection by shareholders on this webpage before the registration period starts. Copies of these documents and the notice will be sent to a shareholder upon request. The Minutes of the AGM are available on this webpage no later than April 5, 2023.

Agenda
Proposals of the Board of Directors and the Nomination Board to the AGM 2023
Information on the individuals proposed to be elected as the members of the Board of Directors
Financial Statements 2022 (full official)
Auditor’s Report 2022
Annual Report 2022
Remuneration Report 2022

Annex 1 to the Notice – Articles of Association
Annex 2 to the Notice – Charter of the Nomination Board


Releases

February 10, 2023
Correction: Kemira Oyj: Notice to the Annual General Meeting 2023
Kemira Oyj: Notice to the Annual General Meeting 2023

January 9, 2023
Kemira Oyj: Proposals of the Nomination Board to the AGM 2023