Stora Enso Oyj Finland
07.08.2025 - 18:08:54Notice to the Annual General Meeting of Stora Enso Oyj
C. Instructions for the participants in the AGM
1. Registration for the AGM
a) Shareholders with shares registered with Euroclear Finland Oy in Finland
Each shareholder, who is registered on 10 March 2025 in the shareholders' register of the Company maintained by Euroclear Finland Oy, has the right to participate in the AGM. A shareholder, whose shares are registered on the shareholder's personal Finnish book-entry account, is registered in the shareholders' register of the Company.
The registration period for the AGM commences on 13 February 2025 at 12:00 noon Finnish time. A shareholder, who is registered in the Company's shareholders' register and who wishes to participate in the AGM, must register for the AGM by giving a prior notice of participation no later than on 14 March 2025 at 11:59 p.m. Finnish time, by which time the registration must be received. Such notice of registration can be given:
electronically via the Company's website at storaenso.com/agm. Electronic registration requires strong identification of the shareholder or his/her legal representative or proxy representative with a banking ID or mobile certificate.by e-mail to agm@innovatics.fi by telephone: Calling +358 10 2818 909 on weekdays between 9:00 a.m. and 12:00 p.m. and 1:00 p.m. and 4:00 p.m. Finnish time. Registration by telephone is available in English and Finnish languages. When registering by phone, a shareholder cannot vote in advance.by regular mail: Innovatics Oy, AGM/Stora Enso Oyj, Ratamestarinkatu 13 A, FI-00520 Helsinki, Finland.Shareholders registering by e-mail or regular mail shall submit the registration form available on the Company's website at storaenso.com/agm or equivalent information. The registration form will be available on the Company's website on 13 February 2025 at the latest.
When registering, shareholder and their representative shall provide requested information, such as the shareholder's name, date of birth or Business ID, address, telephone number, e-mail address and the name of any assistant or proxy representative, and the date of birth, phone number and e-mail address of any proxy representative. The personal data provided to Stora Enso Oyj will be used only in connection with the AGM and with the processing of related necessary registrations.
Shareholders or their authorised representatives or proxy representatives must be able to prove their identity and/or right of representation at the meeting venue.
Further information on registration and advance voting is available in English and Finnish languages by telephone during the registration period of the AGM from the number at +358 10 2818 909 on weekdays from 9:00 a.m. to 12:00 p.m. and from 1:00 p.m. to 4:00 p.m. Finnish time.
b) Holders of nominee-registered shares
A holder of nominee-registered shares has the right to participate in the AGM by virtue of such shares, based on which they on the record date of the AGM, 10 March 2025, would be entitled to be registered in the shareholders' register of the Company held by Euroclear Finland Oy. The right to participate in the AGM requires, in addition, that the shareholder on the basis of such shares has been temporarily registered in the shareholders' register held by Euroclear Finland Oy no later than on 17 March 2025 by 10:00 a.m. Finnish time. As regards nominee-registered shares this constitutes due registration for the AGM.
A holder of nominee-registered shares is advised to request without delay necessary instructions from their custodian bank regarding the temporary registration in the shareholders' register of the Company, the issuing of proxy authorisation documents and voting instructions as well as the registration and attendance for the AGM and advance voting. The account manager of the custodian bank shall temporarily register the holder of nominee-registered shares, who wishes to participate in the AGM, into the shareholders' register of the Company at the latest by the time stated above, and, if necessary, take care of advance voting on behalf of the holder of nominee-registered shares prior to the end of the registration period concerning holders of nominee-registered shares.
For the sake of clarity, instructions for shareholders whose shares are nominee-registered in Sweden are set out below in subsection C.1 c) "Shareholders with shares registered with Euroclear Sweden AB in Sweden".
Further information on these matters can also be found on the Company's website at storaenso.com/agm.
c) Shareholders with shares registered with Euroclear Sweden AB in Sweden
Each shareholder, who is registered on 10 March 2025 in the shareholders' register of the Company maintained by Euroclear Sweden AB, has the right to participate in the AGM. Such shareholders are re-registered in the shareholders' register maintained by Euroclear Finland Oy provided that the shareholder has notified the Company thereof in accordance with the instructions set out below.
The registration period for the AGM commences on 13 February 2025 at 12:00 noon. Finnish time. Notification of participation shall be made no later than by 11:59 p.m. Finnish time on 12 March 2025, by which time the registration must be received. Such notice of registration can be given:
electronically via the Company's website at storaenso.com/agm. Electronic registration requires strong identification of the shareholder or his/her legal representative or proxy representative with a banking ID or mobile certificate.by e-mail to agm@innovatics.fi by telephone: Calling +358 10 2818 909 on weekdays between 9:00 a.m. and 12:00 p.m. and 1:00 p.m. and 4:00 p.m. Finnish time. Registration by telephone is available in English and Finnish languages. When registering by phone, a shareholder cannot vote in advance.by regular mail: Innovatics Oy, AGM/Stora Enso Oyj, Ratamestarinkatu 13 A, FI-00520 Helsinki, Finland.Shareholders registering by e-mail or regular mail shall submit the registration form available on the Company's website at storaenso.com/agm or equivalent information. The registration form will be available on the Company's website on 13 February 2025 at the latest.
Shareholders whose shares are nominee-registered in Sweden and who wish to participate in the AGM and use their voting rights must instruct the nominee to re-register their shares in the shareholders' own name in the shareholders' register maintained by Euroclear Sweden AB in good time prior to 12 March 2025, which is the deadline for re-registration. A shareholder must also take care of issuing possible proxy documents and advance voting instructions.
Further information on registration and advance voting is available in English and Finnish languages by telephone during the registration period of the AGM from the number at +358 10 2818 909 on weekdays from 9:00 a.m. to 12:00 p.m. and from 1:00 p.m. to 4:00 p.m. Finnish time.
2. Proxy representative and powers of attorney
A shareholder of the Company may participate in the AGM and exercise their shareholders' rights at the AGM by way of proxy representation. A proxy representative may also vote in advance as described in this notice. Proxy representatives shall produce a dated proxy document or otherwise in a reliable manner demonstrate their right to represent the shareholder at the AGM. Proxy representatives registering electronically for the AGM must identify themselves personally through strong electronic authentication, after which they can register on behalf of the shareholder they represent. The same applies to voting in advance electronically.
If a shareholder participates in the AGM by means of several proxy representatives representing the shareholder with shares in different securities accounts, the shares in respect of which each proxy representative represents the shareholder shall be identified in connection with the registration for the AGM.
Proxy document templates are available on the Company's website at storaenso.com/agm on 13 February 2025 at the latest.
Any proxy documents are requested to be submitted preferably as an attachment with the electronic registration or alternatively by mail to Innovatics Oy, AGM/Stora Enso Oyj, Ratamestarinkatu 13 A, FI-00520 Helsinki, Finland or by e-mail to agm@innovatics.fi. The proxy documents must be received before the end of the registration period. In addition to the delivery of proxy documents the shareholder or his/her proxy shall register for the AGM in the manner described above in this notice.
The right of representation can be demonstrated by using the suomi.fi e-Authorizations service available in the electronic registration service. For more information, see suomi.fi/e-authorizations.
3. Advance voting
Shareholders may also vote in advance on certain agenda items of the AGM in accordance with the following instructions.
a) Shareholders with shares registered with Euroclear Finland Oy in Finland
Each shareholder who is registered in the shareholders' register of the Company maintained by Euroclear Finland Oy as described in subsection C.1 a) above may vote in advance during the period between 13 February 2025 at 12:00 noon - 14 March 2025 at 11:59 p.m. Finnish time in the following manners:
electronically on the Company's website at storaenso.com/agm. The service is accessed in the same way as described in the registration process outlined in section C.1 a) of this notice.by e-mailing the advance voting form to agm@innovatics.fi, or by regular mail by sending the advance voting form to: Innovatics Oy, AGM/Stora Enso Oyj, Ratamestarinkatu 13 A, FI-00520 Helsinki, Finland.Shareholders voting in advance by email or regular mail shall submit the advance voting form available on the Company's website at storaenso.com/agm or equivalent information. The advance voting form will be available on the Company's website on 13 February 2025 at the latest.
Advance votes must be received by the end of the registration period. Submitting advance votes in this way before the end of registration and advance voting is considered registration for the AGM, as long as the above-mentioned information required for registration is provided.
A representative or proxy representative of the shareholder must in connection with delivering the advance voting form produce a dated proxy document or otherwise in a reliable manner demonstrate his/her right to represent the shareholder at the AGM.
Further information on registration and advance voting is available in English and Finnish languages by telephone during the registration period of the AGM from the number at +358 10 2818 909 on weekdays from 9:00 a.m. to 12:00 p.m. and from 1:00 p.m. to 4:00 p.m. Finnish time.
b) Holders of nominee-registered shares
For holders of nominee-registered shares, advance voting is carried out via the account manager of their custodian. The account manager may cast advance votes on behalf of the holders of nominee-registered shares that they represent in accordance with the voting instructions provided by the holders of nominee-registered shares during the registration period for the nominee-registered shares.
For the sake of clarity, instructions for shareholders whose shares are nominee-registered in Sweden are set out below in subsection C.3 c) "Shareholders with shares registered with Euroclear Sweden AB in Sweden".
c) Shareholders with shares registered with Euroclear Sweden AB in Sweden
Each shareholder who is registered in the shareholders' register of the Company maintained by Euroclear Sweden AB as described in subsection C.1 c) above may vote in advance during the period between 13 February 2025 at 12:00 noon - 12 March 2025 at 11:59 p.m. Finnish time in the following manners:
electronically on the Company's website at storaenso.com/agm. The service is accessed in the same way as described in the registration process outlined in section C.1 c) of this notice.by e-mailing the advance voting form to agm@innovatics.fi, orby regular mail by sending the advance voting form to: Innovatics Oy, AGM/Stora Enso Oyj, Ratamestarinkatu 13 A, FI-00520 Helsinki, Finland.Shareholders voting in advance by email or regular mail shall submit the advance voting form available on the Company's website at storaenso.com/agm or equivalent information. The advance voting form will be available on the Company's website on 13 February 2025, at the latest.
A legal representative or proxy representative of the shareholder must in connection with delivering the advance voting form produce a dated proxy document or otherwise in a reliable manner demonstrate his/her right to represent the shareholder at the AGM. If a shareholder participates in the AGM by delivering votes in advance to Innovatics Oy, the delivery of advance votes shall constitute due registration for the AGM, as long as the above-mentioned information required for registration is provided. Advance votes must be received within the registration period.
Shareholders whose shares are nominee-registered in Sweden and who wish to vote in advance are advised to instruct the nominee to vote in advance on behalf of such shareholders according to the instructions set out in this notice. The account manager may cast advance votes on behalf of the holders of nominee-registered shares that they represent in accordance with the voting instructions provided by the holders of nominee-registered shares during the registration period for the nominee-registered shares.
Further information on registration and advance voting is available in English and Finnish languages by telephone during the registration period of the AGM from the number at +358 10 2818 909 on weekdays from 9:00 a.m. to 12:00 p.m. and from 1:00 p.m. to 4:00 p.m. Finnish time.
d) Other matters related to advance voting
Shareholders who have voted in advance and who wish to exercise their right to ask questions, demand a vote at the AGM or vote on a possible counterproposal under the Finnish Companies Act must participate in the AGM at the meeting venue in person or by way of proxy representation.
A proposal subject to advance voting is considered to have been presented without amendments at the AGM.
Instructions regarding the advance voting will also be available on the Company's website at storaenso.com/agm on 13 February 2025 at the latest.
4. ADR holders
ADR holders intending to vote at the AGM shall notify the depositary bank, Citibank, N.A., of their intention and shall comply with the instructions provided by Citibank, N.A. to each ADR holder.
5. Other information
The information concerning the AGM required under the Finnish Companies Act and the Finnish Securities Markets Act is available on the Company's website at storaenso.com/agm. Pursuant to Chapter 5, Section 25 of the Finnish Companies Act, a shareholder who is present at the AGM has the right to request information with respect to the matters to be considered at the AGM.
On the date of this notice to the AGM the total number of Stora Enso Oyj A shares is 175,663,629 conferring a total of 175,663,629 votes and the total number of R shares is 612,956,358, conferring a total of at least 61,295,635 votes. Each A share and every ten (10) R shares entitle the holder to one vote. Each shareholder shall, however, have at least one vote. On the date of this notice, the Company does not hold any of its own shares.
The privacy notice is available on the Company's website at storaenso.com/agm.
Changes in shareholding occurring after the record date of the AGM, 10 March 2025, will not affect the right to participate in the AGM or the number of votes of such shareholder at the AGM.
For further information, please contact:
Carl Norell
SVP Corporate Communications
tel. +46 72 241 0349
Investor enquiries:
Anna-Lena Åström
SVP Investor Relations
tel. +46 70 210 7691
The forest is at the heart of Stora Enso, and we believe that everything made from fossil-based materials today can be made from a tree tomorrow. We are the leading provider of renewable products in packaging, biomaterials, and wooden construction, and one of the largest private forest owners in the world. In 2024, Stora Enso had approximately 19,000 employees, and the Group sales were EUR 9 billion. Stora Enso's shares are listed on Nasdaq Helsinki Oy (STEAV, STERV) and Nasdaq Stockholm AB (STE A, STE R). In addition, the shares are traded in the USA OTC Markets (OTCQX) as ADRs and ordinary shares (SEOAY, SEOFF, SEOJF). storaenso.com
STORA ENSO OYJ
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0211 E AGMnotice
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Stora Enso Remuneration Policy 2025
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