General Information on Shareholders’ Meetings

Under the Finnish Companies Act, shareholders exercise their decision-making power at general meetings. An Annual General Meeting (AGM) must be held no later than six months after the end of the company’s financial year. At the AGM, shareholders are presented with the financial statements, which include the income statement, balance sheet, cash flow statement, notes, and consolidated financial statements. Shareholders also decide on the allocation of profits and grant discharge from liability to the Board of Directors and the CEO.

According to the company’s Articles of Association, the AGM also decides on the number of Board members, the election and remuneration of Board members and the auditor.

An Extraordinary General Meeting (EGM) must be convened to handle specific matters when deemed necessary by the Board, or when requested in writing by the auditor or shareholders representing at least one-tenth of all issued shares.

Notice of Meeting

The Articles of Association require that the notice of a general meeting be published on the company’s website no earlier than three months and no later than three weeks before the meeting, but at least nine days before the record date. In accordance with First North rules, Titanium also publishes the notice as a company announcement.

Participation and Voting Rights

To participate and exercise voting rights, shareholders must register with the company by the deadline stated in the notice, which can be no earlier than ten days before the meeting. Each share entitles its holder to one vote at the meeting. Titanium’s Articles of Association do not require a specific quorum for decisions.

To be entitled to participate and vote, a shareholder must be registered in the company’s shareholder register maintained by Euroclear Finland at least eight Finnish business days before the meeting.

For nominee-registered shares, the holder must be temporarily registered in the shareholder register by the date specified in the notice, which must be after the record date. Such temporary registration is considered as registration for participation in the meeting.