QPR Software Plc: Resolutions of the Annual General Meeting
15 Maggio 2024 - 3:00PM
UK Regulatory
QPR Software Plc: Resolutions of the Annual General Meeting
QPR SOFTWARE PLC
STOCK
EXCHANGE
RELEASE
15 May 2024, at 4 p.m. EET
Resolutions of the Annual General Meeting of QPR Software
Plc
The Annual General Meeting of QPR Software Plc was held today on
May 15, 2024 in Helsinki. The General Meeting adopted the Company's
financial statements for the financial year 2023 and discharged the
members of the Board of Directors and the CEO from liability. The
General Meeting resolved that no dividend be paid based on the
balance sheet adopted for the financial year ended on December 31,
2023, and adopted the Company’s Remuneration Report and
Remuneration Policy. Further, the General Meeting resolved to
authorize the Board of Directors to decide on share issues and on
the issue of other special rights entitling to shares as well as on
the acquisition of own shares.
Annual accounts and the use of the profit shown on the
balance sheet
The General Meeting adopted the Company’s financial statements
and discharged the members of the Board of Directors and the CEO
from liability for the financial period January 1 – December 31,
2023. The General Meeting resolved that no dividend be paid based
on the balance sheet adopted for the financial year ended on
December 31, 2023.
Remuneration of the members of the Board of Directors and the
Auditor
The General Meeting resolved that the Chairman of the Board of
Directors be paid EUR 45,000 per year and the other members of the
Board of Directors EUR 25,000 per year. Approximately 40 percent of
the remuneration will be paid in shares and 60 percent in cash. The
shares will be granted as soon as possible after the Annual General
Meeting and if the insider regulations allow it. The members of the
Board of Directors will also be reimbursed for travel and other
expenses incurred while they are managing the Company's
affairs.
The remuneration of the Auditor shall be paid according to the
reasonable invoice.
Board of Directors and Auditor
The General Meeting confirmed that the number of Board members
is four (4). Pertti Ervi was re-elected as the Chairman of the
Board of Directors and Antti Koskela and Jukka Tapaninen were
re-elected as members of the Board of Directors. Linda von Schantz
was elected as a new member of the Board of Directors.
Authorised Public Accountants KPMG Oy Ab was re-elected as the
Company’s auditor. KPMG Oy Ab has announced that Petri Kettunen,
Authorized Public Accountant, will act as the principal
auditor.
Authorization of the Board of Directors to decide on share
issues and on the issue of other special rights entitling to
shares
The General Meeting resolved to authorize the Board of Directors
to decide on issuances of new shares and conveyances of the own
shares held by the Company (share issue) either in one or more
instalments. The share issues can be carried out against payment or
without consideration on terms to be determined by the Board of
Directors. The authorization also includes the right to issue
special rights referred to in Chapter 10, Section 1 of the Finnish
Companies Act, which entitle to the Company's new shares or own
shares held by the Company against consideration. Based on the
authorization, the maximum number of new shares that may be issued
and own shares held by the Company that may be conveyed in share
issues or on the basis of special rights is 6,361,317 shares. The
authorization includes the right to deviate from the shareholders’
pre-emptive subscription right. The authorization is in force until
the next Annual General Meeting.
Authorization of the Board of Directors to decide the
acquisition of own shares
The General Meeting resolved to authorize the Board of Directors
to decide on the acquisition of the Company’s own shares. Based on
the authorization, an aggregate maximum amount of 500,000 own
shares may be acquired, either in one or more instalments. The
authorization includes the right to acquire own shares otherwise
than in proportion to the existing shareholdings of the Company’s
shareholders, using the Company’s non-restricted shareholders’
equity. The authorization is in force until the next Annual General
Meeting.
For further information:
Heikki Veijola
Chief Executive Officer
QPR Software Plc
Tel. +358 40 922 6029
QPR Software in Brief
QPR Software (Nasdaq Helsinki) is a leading player in the
Digital Twin of an Organization (DTO) use case and one of the most
advanced process mining software companies in the world. The
company innovates, develops, and delivers software for analyzing,
monitoring, and modeling organizational operations. Additionally,
QPR provides consulting services to ensure its customers derive
full benefits from the software and associated methodologies.
www.qpr.com
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Nasdaq Helsinki
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www.qpr.com
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