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Elcoteq Announces Decisions of Its Annual General Meeting
March 24, 2004 |Estimated reading time: 2 minutes
Helsinki, Finland — Elcoteq Network Corp.'s Annual General Meeting, which took place here on March 17, 2004, confirmed the consolidated and parent company's income statements and balance sheets for 2003 and discharged the Board of Directors and the president and CEO from liability for the financial year.
The meeting also approved the Board's proposal to distribute a dividend of 0.90 euros per share on the financial year January 1 through December 31, 2003. The meeting elected seven members to the Board of Directors. The composition of the Board remained unchanged. The following persons were re-elected:
- President Martti Ahtisaari
- Heikki Horstia, Vice President, Treasurer, Wärtsilä Corp.
- Eero Kasanen, Ph.D., Rector of the Helsinki School of Economics and Business Administration
- Antti Piippo, principal shareholder of Elcoteq Network Corp.;
- Henry Sjöman, Senior Advisor, Elcoteq Network Corp.
- Juha Toivola, MSc, and Jorma Vanhanen, Senior Advisor, Elcoteq Network Corp.
The terms of office of the Board members extend until the end of the following Annual General Meeting. Ahtisaari, Horstia, Kasanen and Toivola are independent Board members, and represent more than half the total number on the Board.
The Board members are paid an annual fee of EUR 30,000. Sixty percent of this fee is paid in cash and 40 percent in shares; with respect to the latter payment, the Elcoteq shares must be acquired between April 29 and May 12, 2004, within the limits set by rules governing insider trading. The acquired shares may not be surrendered before the following Annual General Meeting unless the individual's membership of the Board ends earlier.
The Meeting also decided that the full-time chairman of the Board will be paid an additional fee of EUR 25,000 per month and the deputy chairman an additional fee of EUR 6,000 per month.
Convening after the Annual General Meeting, the Board of Directors elected Antti Piippo as its chairman and Juha Toivola the deputy chairman. The Board elected Juha Toivola chairman of the Audit Committee and Martti Ahtisaari, Heikki Horstia and Eero Kasanen as this Committee's other members. Juha Toivola was elected chairman of the Compensation Committee and Martti Ahtisaari, Heikki Horstia and Eero Kasanen as this Committee's other members. Antti Piippo was elected chairman of the Working Committee and Henry Sjöman, Jorma Vanhanen and Juha Toivola as this committee's other members. Antti Piippo was elected chairman of the Nomination Committee and Henry Sjöman, Jorma Vanhanen and Juha Toivola as this committee's other members.
On the proposal of the Board's Audit and Compensation Committee, the firm of authorized public accountants KPMG Wideri Oy Ab under the supervision of principal auditor Mauri Palvi (APA) continues as the company's auditors. The auditors are paid a fee appropriate to the scope of their work.
The Meeting also approved the Board's proposal presented in the Invitation to the Meeting (stock exchange notice, February 27, 2004) that the Board be authorized to float one or several convertible bond loans and/or to issue stock options and/or to raise the share capital in one or several installments through a rights issue. The company's share capital may be increased by at most EUR 2,435,042 under this authorization. The increase in share capital arising from a personnel incentive scheme may be at most EUR 608,760. This authorization is in force for one year from the decision of the Meeting, i.e. until March 17, 2005.
Elcoteq Network Corp. is one of the largest electronics manufacturing services (EMS) companies in the communications technology field. For more information, visit www.elcoteq.com.