Kuntarahoitus Oy - Decisions of general meeting

Resolutions by the Annual General Meeting of Municipality Finance Plc held on 17 May 2024

Municipality Finance Plc
Stock exchange release
17 May 2024 at 1:00 pm (EEST)

Resolutions by the Annual General Meeting of Municipality Finance Plc held on 17 May 2024

The Annual General Meeting (hereinafter the AGM) of Municipality Finance Plc (MuniFin) held on 17 May 2024 adopted the company’s financial statements and discharged the members of the Board of Directors (the Board), the CEO, and the Deputy to the CEO from liability for the financial year 2023.

Use of Profit Shown on the Balance Sheet and the Distribution of Dividend
The Annual General Meeting decided that a dividend of EUR 1.69 per share, totalling 66,017,818.62 EUR shall be paid out. Dividends will be paid on 28 May 2024 or as soon as possible thereafter to each shareholder who is registered in the company's shareholder register maintained by Euroclear Finland Ltd on the record date of dividend payment on 21 May 2024.

Remuneration and Composition of the Board
The AGM decided on the remuneration for the members of the Board for the term from the closing of the 2024 AGM, to the closing of the next AGM (the Term 2024–2025) as follows:

• annual fixed remuneration of a Board member EUR 25,000;
• annual fixed remuneration of the Vice Chair of the Board EUR 29,000;
• annual fixed remuneration of the Chair of the Risk or Audit Committee EUR 31,000;
• annual fixed remuneration of the Chair of the Board EUR 45,000; and
• for each Board and committee meeting as well as for each meeting required by the authorities, to the members, a fee of EUR 600 per meeting attended and to the chairs, EUR 950 per meeting attended.
  
  

The annual remuneration of the Chair of the Board was increased by EUR 3.000, the annual remuneration of the Vice Chair of the Board and the Chairs of the Risk and Audit Committees was increased by EUR 1.500 and the annual remuneration of a Board members was increased by EUR 1.000. No amendments were made to the meeting fees.

The AGM decided to elect eight members to the Board for the Term 2024–2025 and to re-elect the following current members: Ms. Maaria Eriksson, Mr. Markku Koponen, Mr. Kari Laukkanen, Mr. Tuomo Mäkinen, Mr. Denis Strandell, Ms. Leena Vainiomäki and Mr. Arto Vuojolainen. In addition, the AGM decided to elect Ms. Elina Stråhlman as a new board member.

The CEO’s Review
Esa Kallio, the President and CEO of MuniFin, discussed the development of the company in 2023, stating that it was the fourth consecutive year marked by instability. The increasing geopolitical tensions and market fluctuations did not significantly affect the operational capacity of MuniFin. MuniFin was able to, without disruption, fulfill its core mission of securing cost-effective long-term financing for its customers. Regarding the long-term financing of wellbeing services counties, the CEO emphasized that this is constrained by the annual limit of EUR 400 million set by the Municipal Guarantee Board, because wellbeing services counties are not members of the Municipal Guarantee Board. From the perspective of the development of public sector financing costs, it would be important for wellbeing services counties to become members of the Municipal Guarantee Board and thereby share the guarantee responsibility for the funding used in wellbeing services counties. Finally, for 2024, the CEO also stated that MuniFin has decided to terminate the business operations related to the advisory services provided by its subsidiary Rahoituksen neuvontapalvelut Inspira Oy, as the related business acquisition with FCG Finnish Consulting Group Oy fell through.

Election and Remuneration of the Auditor
PricewaterhouseCoopers Oy was elected as the company’s auditor with Jukka Paunonen, Authorized Public Accountant, as the principal auditor. The auditor’s fees will be paid against the invoices approved by the company.

Constitutive Meeting of the Board
At its constitutive meeting, the Board appointed Kari Laukkanen as the Chair and Maaria Eriksson as the Vice Chair of the Board. The following persons were appointed to the Remuneration Committee: Kari Laukkanen as the Chair, and Leena Vainiomäki and Maaria Eriksson as members. The following persons were appointed to the Audit Committee: Markku Koponen as the Chair, and Tuomo Mäkinen, Elina Stråhlman and Denis Strandell as members. The following persons were appointed to the Risk Committee: Leena Vainiomäki as the Chair, and Maaria Eriksson, Kari Laukkanen and Arto Vuojolainen as members.

Additional information on the company’s operations in 2023 is available in the company’s Annual Report, which is available for downloading in PDF format at the company website www.munifin.fi.

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 owners of the company include Finnish municipalities, the public sector pension fund Keva and the Republic of Finland. The Group’s balance sheet totals close to EUR 50 billion.

MuniFin builds a better and more sustainable future with its customers. Our customers include municipalities, joint municipal authorities, wellbeing services counties, joint county authorities, corporate entities under the control of the above-mentioned organisations, and affordable social housing. 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. The company is an active Finnish bond issuer in international capital markets and the first Finnish green and social bond issuer. The funding is exclusively guaranteed by the Municipal Guarantee Board.

Read more: www.munifin.fi