Page 58 - Restamax Plc Annual Report 2017
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planning and implementation of the strategy and the Nasdaq Helsinki Oy. The insider rules prohibit insiders
corresponding investments, for ensuring that the and entities in which insiders have a controlling inter-
bookkeeping is carried out as required by the law and est, as well as persons participating in the preparation of
that the company’s financial management has been financial reports, from trading in the company’s finan-
organised in a reliable manner. Restamax Plc’s inves- cial instruments, such as shares, 30 days before result
tor relation communications and marketing functions publication (so-called closed window).
operate directly under the command of the CEO. The
CEO monitors the decisions related to the persons at The company has defined as permanent insiders the
the executive level, as well as other important operative persons working in the Restamax Group who by virtue of
decisions. He or she also ensures that the subsidiar- their position or tasks have access to all insider informa-
ies of the Group operate in the interests of the parent tion pertaining to Restamax. In addition to a permanent
company and endorse the Group’s strategy. insiders list, project-specific insider lists will be drafted,
as prescribed by Nasdaq Helsinki Ltd’s insider guidelines.
Operative business operations are the responsibility of
the CEO, with the help of the Executive Team. The Ex- As soon as possible, Restamax publishes any insider in-
ecutive Team prepares and makes decisions in matters formation which directly concerns Restamax or its finan-
within the CEO’s decision-making power. cial instruments, unless the prevailing conditions result
in the fulfilment of the prerequisites for postponing the
publication of the insider information in question.
THE EXECUTIVE TEAM Under the market abuse regulation, Restamax has an
obligation to publish transactions in Restamax’s financial
The tasks of the Executive Team include planning and instruments by the company’s management personnel
implementing the company’s strategy, management of and their related parties.
business operations, result monitoring, annual planning,
and the management of investments, corporate acquisi- The person in charge of Restamax’s insider issues is CFO
tions and operational change plans. The Executive Team Jarno Suominen.
meets on a weekly basis.
On 31 December 2017, the Group’s Executive Team
comprised: AUDITING
Juha Helminen, b. 1977, CEO The Articles of Association state that the Annual General
Direct and controlling interest 23,400 shares Meeting selects the auditor for Restamax Plc.
Jarno Suominen, b. 1972, CFO The 2017 Annual General Meeting selected authorised
Direct and controlling interest 249,347 shares public accountants company Deloitte & Touche Oy as
the auditor. Hannu Mattila, APA, acts as the responsible
Tanja Virtanen, b. 1977, Product Line Director, Food auditor.
Direct and controlling interest 200 shares
Auditing is carried out in accordance with the relevant
Paul Meli, b. 1977, Product Line Director, acts and the Articles of Association. In practice, the
Nightclubs and other entertainment auditing work is carried out during the financial period
Direct and controlling interest 181,670 shares by inspecting the business operations and administra-
tion, and as an actual financial statements audit after the
Perttu Pesonen, b. 1976, Development Director financial period has ended.
Direct and controlling interest 80,000 shares
In 2017, the auditors of the Restamax Group were paid
Eero Aho, b. 1978, Product Line Director, Food TEUR 215.9 for auditing tasks (in 2016: TEUR 204.4) and
Direct and controlling interest 0 shares TEUR 54.4 for other guidance and consultation services
(in 2016: TEUR 56.2).
Miko Helander, b. 1979, Product Line Director,
Nightclubs and other entertainment
Direct and controlling interest 0 shares
INTERNAL CONTROL
Tero Kaikkonen, b. 1976, Development Director
Direct and controlling interest 100 shares Restamax Plc’s internal management and control proce-
dures are based on the Limited Liability Companies Act,
the Articles of Association and the internal policies of
the company. The company’s management and control
INSIDER ADMINISTRATION are distributed between the Annual General Meeting, the
Board of Directors, and the CEO. Internal control refers
Restamax’s insider rules apply the insider guidelines of to all the procedures, systems and methods that the
Restamax Plc