(translation from Finnish)
- Business Name and Domicile The Finnish name of the Company is F-Secure Oyj and the English name is F-Secure Corporation, and the Company's domicile is the City of Helsinki.
- Line of Activity The Company's line of activity shall be the production of software, the import, export and sale of computers, electric devices, software, and the supply of services related to information technology, as well as consultation, training and publication activities related to information technology. The Company may also be engaged in securities trading.
- Book-Entry Securities System After a registration date specified by the Board of Directors, the shares of the Company will be incorporated in the book-entry securities system. After the registration date the right to receive funds distributed by the Company and to subscribe for shares when increasing the share capital shall be restricted to persons
1) who have been registered as shareholders in the Shareholders' Register on the matching day
2) whose right to payment has been registered on the matching day on the book-entry account of a registered shareholder and entered in the Shareholders' Register; or
3) in case a share is nominee registered, on whose book-entry account the share has been registered on the record date and whose nominee has been registered in the Shareholders' Register of the Company on the record date as the nominee of the shares.
- Board of Directors The Company shall have a Board of Directors, which shall include at minimum three and at maximum seven ordinary members. The term of office of a member of the Board of Directors shall expire at the end of the first Annual General Meeting of Shareholders following the election.
- Company President The Board of Directors of the Company shall appoint a President and determine his/her remuneration terms.
- Signing of the Business Name In addition to the members of the Board of Directors, who can sign the business name of the Company jointly, the name can also be signed by the person or persons whom the Board of Directors has authorized to sign the business name, by the President of the Company and the Chairman of the Board of Directors alone, and by two members of the Board of Directors jointly. The Board of Directors shall decide on authorizing persons to sign for the Company per procuram.
- Financial Period The financial year of the Company is the calendar year.
- Auditors The Company shall have one Auditor, who shall be an auditing entity approved by the Finnish Central Chamber of Commerce. The term of office of the Auditor shall expire at the end of the first Annual General Meeting of Shareholders following the election.
- Call to a General Meeting and Right to Participate in and Vote at the General Meeting A call to a General Meeting of Shareholders shall be delivered to the shareholders within a period stipulated by the law by publishing the call in Company's homepage and either by letters mailed to the addresses entered in the Shareholders' Register or by publishing the call to the meeting in one Finnish-language national daily paper selected by the Board of Directors. To be entitled to participate in the General Meeting, a shareholder shall notify the Company about his/her intention to participate in the Meeting no later than on the date indicated in the call. At a General Meeting of Shareholders, each share has one (1) vote. The voting method shall be decided by the Chairman of the Meeting.
- Annual General Meeting of Shareholders The Annual General Meeting of Shareholders shall be held annually on the date designated by the Board of Directors within a period from the end of the financial year as defined by the law. In addition to the domicile of the Company, the General Meeting of Shareholders can be held in Espoo or Vantaa. At the Annual General Meeting there shall be PRESENTED
1 the financial statements and the Annual Report;
2 the Auditors' Report; DECISIONS MADE REGARDING
3 the approval of the financial statement
4 the measures to which the profit or loss of the adopted balance sheet and/or consolidated balance sheet may give cause;
5 the granting of release from liability to the Members of the Board of Directors and to the President;
6 the remunerations of the Members of the Board of Directors and Auditors;
7 the number of the Members of the Board of Directors; ELECTED
8 the members of the Board of Directors,
9 one auditor and a reserve auditor, if necessary.