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As provided for in Finnish Companies Act, every Finnish limited liability company has its own Articles of Association. Articles of Association define, among other things, the business area of the company and the scopes of competences and general principles of division of powers between key corporate organs (i.e. general meeting, board of directors and managing director).
Sampo Group's general governance rests on the idea that Sampo plc, as the parent company of the Group, provides subsidiaries with a framework of general principles within which the parent company expects the subsidiaries to organize and carry out their businesses. These principles are manifested in Sampo Group's Code of Conduct, Risk Management Principles, Remuneration Principles and Compliance Principles, which form the core of Sampo Group's internal governance framework.
On the basis of and in compliance with the Group-wide framework, each subsidiary designs and implements a company-specific governance and risk management framework (including e.g. capitalization targets, profit targets, authorizations with risk limits, remuneration policies and other guidelines and instructions), which steers, limits and controls all operations, especially risk taking.
Sampo plc complies with the Finnish Corporate Governance Code. The code was issued by the Securities Market Association and came into force on 1st October 2010. The Code can be viewed in full on the Securities Market Association internet site (www.cgfinland.fi).
The Finnish Securities Market Association has on 1 October 2015 approved a new Corporate Governance Code replacing the earlier Code. The new Code became effective as of 1 January 2016. The companies can comply wholly or partly with the reporting requirements of the new Code also in respect of the financial year 2015.
Sampo plc complies with the new Code as of 1 January 2016. As permitted by the new Code, Sampo’s reporting in respect of the financial year 2015 will, however, follow the requirements of the old Code.