Newsletter
USE OF BOARD NOMINATION SYSTEM NOT DISCRETIONARY
The most recent amendments to the Company Act introduced an optional nomination system for election of directors and supervisors. If a company issuing shares to the public wishes to adopt the nomination system, this should be stipulated in its articles of incorporation. In an interpretation dated 12 August 2005, the Minis-try of Economic Affairs stated that if a company wishes to adopt the nomination system, this must be expressly stated in its articles of incorporation, and the use of the system is not then at the company’s discretion; the articles of incorpora-tion may not state that the nomination system "may" be used in the company’s elections.