Articles of association
1 § Business name and domicile
The Company’s business name is Detection Technology Plc. and it is domiciled in Espoo.
2 § Line of business
The Company’s line of business is design, manufacturing and sales of silicon based detectors and related services and consulting.
3 § Book entry system
The Company’s shares belong to the book-entry system.
4 § Board of directors
The Company’s Board of Directors shall have a minimum of four and a maximum of seven members. The term of office of a member of the Board of Directors shall terminate at the time of the Annual General Meeting at which the director was elected.
5 § Managing director
The Company shall have a Managing Director appointed by the Board of Directors.
6 § Representation of the Company
The Managing Director, two members of the Board of Directors together or member of the Board of Directors together with a person designated by the Board of Directors are entitled to represent the Company.
The Board of Directors may issue representation rights to designated persons to the effect that they may represent the Company two jointly or each alone together with a member of the Board of Directors or the Managing Director.
7 § Auditors
The General Meeting shall elect one (1) auditor to examine the administration and accounts of the Company. The auditor shall be an audit firm approved by the Auditor Oversight with an authorized public accountant in charge. The term of the auditor shall expire at the closing of the Annual General Meeting following the election.
8 § Financial Year
The Company’s financial year is calendar year.
9 § Notice of a General Meeting
Notice to a General Meeting shall be published in the Company’s homepage not earlier than three months and not later than 21 days prior to the meeting. The notice shall, however, be announced at least nine (9) days prior to the record date for the shareholders’ meeting as referred to in the Companies Act.
In order to be allowed to speak and vote at the General Meeting, a shareholder must register at the Company as indicated in the notice of the meeting. The period of registration shall not expire earlier than ten (10) days before the meeting.
In addition to the domicile of the Company, General Meetings may be held in Helsinki or Oulu.
10 § Annual General Meeting
The Annual General Meeting shall be held on the date determined by the Company Board each year latest six months after the end of Financial Year.
The business of the Annual General Meeting is presentation of
1. the financial statements,
2. the Auditors’ Report,
3. adoption of the financial statements, including the adoption of Consolidated Accounts,
4. measures occasioned by the profit or loss shown in the approved balance sheet,
5. granting of release from liability to the members of the Board of Directors and the Managing Director,
6. the remuneration of the members of the Board of Directors,
7. the number of members of the Board of Directors,
8. the members of the Board of Directors,
9. the auditor.