Pursuant to Kreate’s Articles of Association, the Kreate’s annual general meeting elects a minimum of three and a maximum of ten members to the Board of Directors. The term of office of the Board members expires at the end of the next Annual General Meeting following their election. The Board constitutes a quorum when more than half of the members are present. When this proportion is calculated, disqualified members are excluded.
In addition to the duties set out in laws and regulations, Kreate’s Articles of Association, the Finnish Corporate Governance Code and Nasdaq Helsinki’s rules and regulations, Kreate’s Board of Directors will:
- direct and oversee Kreate’s management and operations;
- confirm the charters of the committees of the Board of Directors;
- decide on significant matters concerning Kreate’s operations;
- process and approve interim financial statements, annual reports and financial statements;
- approve strategic objectives and risk management principles of Kreate and its business as well as Kreate’s certain guidelines and policies and monitor their realisation;
- decide on the remuneration of the CEO and the Management Team and Kreate’s incentive schemes in accordance with Kreate’s remuneration policy;
- decide on significant investments, acquisitions and divestments; and
- define Kreate’s dividend policy.
Kreates’s Board of Directors convenes in accordance with a schedule agreed in advance and as required. The Board of Directors receives current information on Kreate’s operations, finances and risks in its meetings. Minutes are kept of all meetings. Meetings of the Board of Directors are attended by the CEO and the Chief Financial Officer, unless they are the subject of discussion. However, the Board of Directors convenes at least once a year without the presence of the operational management.