Raisio plc’s share classes are restricted shares and free shares. Both share classes are listed on Nasdaq Helsinki Ltd in the public trading under the sector Consumer Goods and sub-industry of Food Products.
The company’s free shares are quoted in the Mid Cap segment (the trading code for free shares is RAIVV and the ISIN code FI 0009002943) and the restricted shares are quoted on the Prelist (the trading code for restricted shares RAIKV and ISIN code FI 0009800395).
Free and restricted shares have an equal entitlement to equity and profits. At the Annual General Meeting (AGM), each restricted share entitles the holder to 20 votes and each free share to one vote.
At the AGM, no shareholder’s shares are entitled to vote with more votes than one tenth of the total number of votes of the shares represented at the Meeting.
The restricted shares whose owner has changed are entered first on the waiting list in the new owner’s name. In order to register the restricted shares in the name of the shareholder who has acquired them, the acquiring shareholder shall request the consent of the Board of Directors (Section 7 of The Articles of Association). The consent is required even if the person already has restricted shares registered on his/her name. The approval must be given if the share recipient is a natural person whose primary occupation is farming. If the approval is not given, the Board of Directors will upon request convert the assigned restricted share into a free share.
Granting of consent always concerns only the acquisition and the number of shares identified in the application (e.g. purchase or gift). Thus, any other or following acquisitions regarding restricted shares by the same person require a separate consent application.
In case restricted shares have been obtained by inheritance, a will or matrimonial right to property or through executive auction or from a bankrupt’s estate, the company shall be given an adequate description on this acquisition. Subsequently, the company notifies Euroclear Finland Oy, which maintains the list of owners, that the restricted shares in question may be entered on the shareholder register. In this case, a consent from the Board of Directors in not required (Section 7 of The Articles of Association). However, entry on the shareholder register naturally requires that the restricted shares in question were registered on the shareholder register also in the previous owner’s name.
In order to apply for consent, an application on the matter shall be delivered to the company’s Board of Directors. The application must be accompanied by necessary documents to evaluate the requirements needed for granting the consent.
Consent applications shall be sent to the company’s Shareholders Services (firstname.lastname@example.org). Shareholders Services prepares consent matters and answers questions regarding the procedure.
The Board may on request give advance notice on whether the applicant will be granted consent to acquire restricted shares. Request for advance notice shall be sent to the Shareholders Services (email@example.com).
The Board may convert restricted shares into free shares on the shareholder’s request. The Company’s free share cannot be converted into a restricted share and this also applies to such a free share that has been converted from a restricted share. Conversion is applied for by sending a form to the company’s Shareholders Services that prepares the issues concerning conversion (firstname.lastname@example.org).
Conversion procedure is an extremely formal procedure and requires i.e. the Board of Directors’ decision and a trade register entry. The procedure takes ca. 4 to 8 weeks.