In addition to applicable laws, the rules and recommendations of Nasdaq Stockholm, and the Articles of Association of Adapteo, Adapteo will comply with the Swedish Corporate Governance Code 2016 and will not deviate from any of its recommendations.
However, Adapteo’s Performance Share Plan 2019, which the Board of Directors of Cramo has resolved to establish, will constitute a transitional deviation from the requirement of the Swedish Corporate Governance Code 2016.
The Swedish Corporate Governance Code 2016 is issued by the Swedish Corporate Governance Board, and it is publicly available on the website of the Swedish Corporate Governance Board at www.corporategovernanceboard.se.
Pursuant to the provisions of the Finnish Companies Act and Adapteo’s Articles of Association, the management and governance of Adapteo are divided between the shareholders, the Board of Directors and the President and CEO of the company. In addition, the Group Management Team assists the President and CEO in the operations of the company.
The shareholder participates in the administration and management of the company through resolutions passed at the General Meetings of Shareholders. The General Meeting of Shareholders is convened upon notice given by the Board of Directors. In addition, a General Meeting of Shareholders is held when requested in writing by the company’s auditor or by shareholders representing at least one-tenth of all the shares in order to discuss a certain matter.
The decision on the demerger of Cramo into two separate companies, Cramo Plc and Adapteo Plc, was made by the Extraordinary General Meeting of Cramo on 17 June 2019. The resolutions of the EGM are available at Cramo’s website.