Resolutions of the Annual General Meeting and constitutive meeting of the Board of Directors of Merus Power Plc

Merus Power Plc, Company announcement, March 17, 2025 at 15:00 p.m. EET

Matters to be resolved in the annual general meeting

The annual general meeting of Merus Power Plc (hereinafter “the Company”) was held today on March 17, 2025 in Tampere.

The general meeting adopted the annual accounts for the fiscal year 2024 and granted a discharge form liability to the Board members and CEO.

The general meeting approved the proposed Remuneration Report for 2024.

As proposed by the Board, the meeting resolved that the loss in the financial statements shall be recorded on the profit and loss account and dividends shall not be distributed.

The number of Board members was resolved as four. As Board members were re-elected Tapani Kiiski, Anne Koutonen and Vesa Riihimäki and as a new Board member was elected Martin Backman. The chairman was not appointed by the general meeting and the Board will elect the chairman from among its members.

The general meeting resolved the annual remuneration for the Board members to be amount of EUR 50 000 for the chairman and amount of EUR 30 000 for each of the other ordinary members. Furthermore, the meeting resolved that the travel expenses of the Board members would be reimbursed in accordance with the company’s travel policy.

The audit firm Moore Idman LLC was re-elected as the auditor for the term ending at the end of the next annual general meeting. Moore Idman LLC has appointed APA Jussi Savio to continue as the key audit partner. The general meeting resolved the auditor’s fee to be paid based on invoices approved by the company.

The authorized sustainability audit firm Moore Idman LLC was elected as the sustainability reporting assurer for the term ending at the end of the next annual general meeting. Moore Idman LLC has appointed APA Jussi Savio as the key sustainability partner. The general meeting resolved the sustainability reporting assurer’s fee to be paid based on invoices approved by the company.

Other resolutions of the general meeting
In accordance with the proposal by the Board, the general meeting authorized the Board to resolve on the share issue and the issue of special rights pursuant to Chapter 10, Section 1 of the Companies Act as follows:

The Board is authorized to resolve on the issue of a maximum of 600 000 shares as a share issue or by issuing special rights entitling to shares according to the Section 1 of Chapter 10 of the Companies Act, in one or more stages during the authorization is valid.

The Board may resolve all of the terms of the share issue and/or issue of special rights entitling to shares. The share issue and issue of special rights entitling to shares may also depart from the normal subscription rights of the shareholders (directed share issue).

The authorization will expire at the end of the next annual general meeting and in any case June 30, 2026 at the latest and it shall cancel all previous unexercised authorization concerning the issue of shares and special rights entitling to shares.

Further the general meeting resolved the change of the articles of the association by adding the mention of the sustainability reporting assurer and resolving of its election and fees.

Minutes of the general meeting
The minutes of the general meeting are available on the website on March 31, 2025 latest.

Constitutive meeting of the Board of Directors

Merus Power Plc’s Board of Directors held its organizing meeting after the Annual General Meeting on 17 March 2025. In the organizing meeting, the Board of Directors elected Tapani Kiiski as the Chairman of the Board of Directors.

The Board of Directors has assessed its independence and declared the members to be independent of the company and the major shareholders.

The Board of Directors decided not to establish any committees.

Merus Power Plc
Board of Directors

 

More information: 
Kari Tuomala, CEO, [email protected], +358 20 735 4320 
Jonna Kannosto, Marketing, Communications and Investor Relations Director, [email protected], +358 44 357 8320 
Aktia Alexander Corporate Finance Oy, Certified Adviser, +358 50 520 4098 

 

Distribution: 

Nasdaq Helsinki Oy 

Financial Supervisory Authority 

Key media 

 

Merus Power in brief: 

Merus Power is a technology company driving the sustainable energy transition. We design and produce innovative electrical engineering solutions such as energy storages and power quality solutions, and services for the needs of renewable energy and industry. Through our scalable technology, we facilitate the growth of renewable energy in the electricity grids and improve the energy efficiency of society. We are a domestic specialist in innovative electrical engineering and operate in global and high-growth markets. Our personnel represent internationally renowned engineering expertise. Our net sales in 2024 were EUR 35.8 million and our stock’s trading symbol on the Nasdaq First North Growth Market Finland is MERUS. 

 

The original of this document has been made in Finnish. In case of any discrepancy, the Finnish version will prevail.