Contents
Martela in brief .............................................................................................................................. 3
Martela 2022 ...................................................................................................................................4
Highlights of 2022 ..................................................................................................................... 5
CEO’s review ..................................................................................................................................... 6
Operating environment ........................................................................................................... 7
Martela Lifecycle .........................................................................................................................9
Board of Director’s Report and financial statements ..........................10
Corporate governance statement 2022 ............................................................ 62
Information for shareholders ........................................................................................ 71
2Martela 2022
CEO’s review
MARTELA ANNUAL REPORT 2022
Operating environment Financial statements Governance
Martela is a Nordic leader specialising in user-cen-
tric working and learning environments. We cre-
ate the best places to work and support our cus-
tomers’ business with Martela Lifecycle solutions,
which enable furniture and their related services
to be integrated into a seamless whole. Martela is
a family company founded in 1945 and its shares
are quoted on the OMX Nordic Exchange Helsinki.
Our main market areas are Finland, Sweden and
Norway, and our solutions are also sold globally
through our network of dealers. Our production fa
-
cilities are located in Finland and Poland. In 2022,
the Martela Group’s revenue was EUR 106.7 million
and it employed an average of 403 employees.
Martela in
brief
3Martela 2022
CEO’s review
MARTELA ANNUAL REPORT 2022
Operating environment Financial statements Governance
For Martela, 2022 was a year of positive develop-
ment, despite the uncertain global economic and
geopolitical situation. Our sales grew and we made
a profitable result.
Hybrid work became more common, which in
-
creased the need for flexibility in working environ-
ments. Adaptability, sustainability and a circular
economy approach were emphasised in the plan
-
ning of spaces.
Price pressures led to increased competition in
the industry, but in spite of this, we strenghtened
our position in Finland, Sweden and Norway. Qual
-
ity and sustainability were increasingly important
purchasing criteria for our customers.
We made improvements to our processes,
which resulted in, among other things, better de
-
livery accuracy. We optimised our product range
to serve an even wider range of customers. We
launched several new products and updated our
existing range to meet the needs of hybrid work.
106.7
Revenue
(EUR million)
2.5
Operating profit
(EUR million)
403
Personnel
(average)
20222020 2021
30
20
10
0
Equity ratio (%)
24.7
23.3
22.2
Revenue by country
(EUR million)
Finland 74.5
Norway 7.6
Sweden 11.2
Other 13.5
106.7
Total
Martela 2022
Revenue by country
(EUR million)
Equity ratio
(%)
4
MARTELA ANNUAL REPORT 2022
Martela 2022
CEO’s review
Operating environment Financial statements Governance
Martela awarded Gold
rating in sustainability
Martela was awarded the EcoVadis
Gold rating. Our score was among
the best 5% of all companies rated
by EcoVadis worldwide. Martela re
-
ceived the Gold rating for the second
year in a row.
EcoVadis is the world’s largest
sustainability rating agency. Its as
-
sessment includes 21 sustainability
criteria grouped into four themes: en
-
vironment, labour and human rights,
ethics and sustainable procurement.
The rating criteria are based on inter
-
national sustainability standards.
HSL uses the Workplace
as a Service model
The head office of HSL, which is re-
sponsible for the public transport
system in the Helsinki region, moved
to refurbished premises in Pasila, Hel
-
sinki, in September 2022. The main-
tenance of the HSL facilities is based
on Martela’s Workplace as a Service
(WaaS) model. It is a flexible service
for the planning and maintenance of
premises, where furniture is rented
instead of bought.
“Our office operations are an im
-
portant part of our sustainability. The
new service model is well-aligned
with this purpose,” says Antti-Pekka
Röntynen, acting Director, Adminis
-
tration at HSL.
New products in 2022
Martela launched several new prod-
ucts, which were mainly developed in
response to customer wishes.
The Sono phone booth provides a
quiet place for work in the hybrid work
-
ing environment. Sono is a compact
phone booth with effective sound
-
proofing that is easy to re-install and
fits into a small space. The Noora Work
Box easy chair is the combination of a
chair and desk that creates a sheltered
and comfortable working environment.
The armchair’s upright appearance is
suitable for a wide range of lobby and
meeting spaces.
Meeting of European
dealers
Martela’s European dealers came to
Finland to attend the Martela Part
-
ner Days meeting in Keilaniemi, Es-
poo. Dealers from the Netherlands,
Spain, Italy, Switzerland, Denmark, the
Czech Republic and Estonia attend
-
ed. We discussed the impact of the
changed working practices on office
interior design trends and the devel
-
opment of Martela’s product range.
We received useful feedback and
praise for Martela’s delivery reliabili
-
ty during the challenging times.
Martela has a Europe-wide network
of dealers and its own sales offices in
Finland, Sweden and Norway.
Martela achieves top
ranking in the TEP survey
Martela achieved the top ranking for
its overall score in the TEP 2022 sur
-
vey conducted by the Taloustutkimus
market research company, which com
-
pared office furniture manufacturers.
Martela achieved no less than 7 num
-
ber-one positions out of 11 examined
areas. Quality, appearance, ergonomics,
delivery reliability, comprehensiveness
of the whole range, functionality/com
-
binability of the products, as well as
professional customer service were
rated as the best in the industry.
Highlights of 2022
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For Martela, 2022 was twofold. In the first half of
the year production and sales experienced strong
growth. In the second half, this growth was slowed
by high inflation and rising interest rates caused
by the energy crisis. Despite the challenges, we
performed well and turned a profit in 2022 after
four years of losses.
Our revenue increased 16.10 per cent and our
operating profit was 2.5 EUR million. We were
able to significantly improve our financial posi
-
tion with a sale and leaseback agreement regard-
ing our Nummela production and logistic centre.
This gives us the freedom to match our working
capital to the prevailing conditions and, if needed,
make additional investments in further developing
our activities.
Our number of customers grew in Finland, Swe
-
den and Norway. Demand for our Workplace as a
Service (WaaS) model also increased. Similarly, the
share of revenue made up by exports increased,
which I believe will continue to be a trend in the
coming years.
Even though there was uncertainty due to chal
-
lenges with logistics and rising prices, we were able
to maintain a reasonably good level of profitability
while improving our delivery accuracy by increasing
the efficiency of processes in our supply chain.
A profitable 2022
Customer-driven sustainable
development
During the year, our industry was transformed, as
hybrid work became an established way of work
-
ing among our customer organisations and the
need for new types of rapidly adaptable workplac
-
es grew. Our Workplace as a Service model is a
unique solution for this need. It provides the cus
-
tomer with a complete workplace solution, from
design to furniture, deliveries, installation and re
-
cycling, from one service provider.
With the model, capital is not tied up in furniture,
as the service provides flexibility on a monthly basis
according to the customer’s needs. It’s perfect for a
fast-changing world and helps to avoid unnecessary
consumption and waste. Our sustainability and cir
-
cular economy principles support the sustainability
approach that is becoming an increasingly impor
-
tant aspect of our customers’ purchase criteria.
Martela has been focusing on sustainability for
a long time. We already lead the way in reducing
the carbon footprint of our own operations, but we
want to think bigger: we achieved the Gold rating
in the EcoVadis assessment. This is a strong mes
-
sage that shows we are a responsible company, as
only 4 per cent of the companies assessed world
-
wide scored at or above this level.
Our customer satisfaction has remained very
good. In the TEP survey conducted by Taloustut
-
kimus, we achieved the top ranking in the indus-
try for our overall score. We listen carefully to our
customers’ needs, and the Sono phone booth, a
new product that was developed and launched in
record time, is one example of this. In 2022, we
launched several new products and renewed our
existing range to meet customer needs even better.
Preparing for future growth
Our head office moved to Keilaniemi in Espoo in
the spring. We practice what we preach: we recy
-
cled by remodelling an old building to make it suit-
able for use as a hybrid office space.
We achieved our best results in four years
in our employee satisfaction survey. I think this
shows that satisfaction and performance go hand
in hand. The development of products and oper
-
ating models can be regarded as achievements,
which in turn will increase the commitment of
Martela employees.
In 2023, we will concentrate on our strategy’s
focus areas to ensure future growth and profita
-
bility. We will work even more closely with our cus-
tomers and intensify our research into their current
needs. We will continue to develop digitalisation
and our webshop, accelerate the progress of the
WaaS model, maintain cost competitiveness and
increase scalability in both products and servic
-
es. We are ready for even wider adoption of hybrid
working in society, which I believe will make its final
breakthrough in 2023.
I would like to thank Martela’s employees for
a busy and successful year. Without their strong
skills and commitment, growth would not have
been possible. We have overcome the crises of re
-
cent years, which shows that we have the ability
to continue on the road to success.
Ville Taipale
CEO
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Operating environment Financial statements Governance
Operating environment
Hybrid work increased the need for flexibility in workplaces. Adaptability, sustainability and consideration of
circular economy aspects were emphasised in the design of workplaces, which accelerated Martela’s performance.
The general rise in prices affected the operating environment, but we were, nevertheless, able to improve our position.
For Martela, 2022 was a year of positive develop-
ment, despite the uncertain global economic and
geopolitical situation. Our sales grew and we made
a profitable result.
The war in Ukraine led to inflation and a weaken
-
ing of the economy as a result of the energy crisis.
Customers were more careful when making pur
-
chasing decisions. Despite the increase in the price
of materials and energy, our profitability remained
reasonable. We were able to improve delivery accu
-
racy by making our processes more efficient.
Though price pressures affected the entire in
-
dustry, we managed to strengthen our position in
all the main market areas. The share of sales made
up by exports increased more than the rest of the
growth.
Our products and service model have also at
-
tracted interest in Central Europe. Finnish quality
is valued, and we believe that our exports will also
grow as we become better known. By developing
our webshop, we will be able to further improve
our international accessibility.
Hybrid work and the requirement
to be sustainable are driving the
industry’s development
Location-independent work became an established
way of working in companies. Our customers are
increasing the efficiency of their space utilisation,
and the need for space is considered not only in
terms of savings but also in terms of sustainabili
-
ty, for example through the adjustment of heating
costs.
Offices are often smaller than they were, but the
workplace ecosystem has grown. The hybrid model
also involves working from home or in co-working
spaces, for example. Workplaces must be function
-
al, adaptable and comfortable. Work requiring con-
centration, teamwork and spontaneous meetings all
require their own spaces.
The quality of furniture and consideration of
the circular economy approach are increasingly
important purchasing criteria. Martela’s products
and services are a natural fit in this new ecosys
-
tem, and this was reflected as sales growth in
2022. Companies want environmental and ethical
issues to be taken into account in their procure
-
ment. Regulations and standards are also getting
nearer to our way of thinking, where responsibility
is taken into account throughout the lifecycle of
a product. Because our products are designed to
last and are manufactured responsibly, they meet
the requirements for sustainability and recyclabil
-
ity that companies and organisations can use in
their own sustainability work.
We also believe that our Workplace as a Service
(WaaS) model will become more successful. There
is no corresponding, equally comprehensive service
available on the market. The WaaS model is an ef
-
fortless way for customers to ensure that their of-
fice space is responsible and up-to-date, without the
need for large one-off investments.
The volume of used furniture that is being refur
-
bished is steadily rising, among both companies and
household customers. The Martela Outlet chain’s
sales to consumers increased. Many companies also
opted for refurbished furniture instead of new.
We focus on the times
During the year, we invested in future growth by
improving processes, such as our supply chain op
-
erations, and by renewing our product range. We
optimised our product range to allow us to serve
an even bigger number of customers with a small
-
er number of products. The modularity of our prod-
ucts improves their material and cost efficiency.
Customers want to develop their workplaces in
a responsible way that supports hybrid work. Offic
-
es are becoming more home-like; they are meeting
places which attract employees with their comfort
and ergonomics. There is a huge need for flexibility.
In the supply chain of our own collection, we can
react quickly to external situations, as was seen in
2022. We invested in the development of products
and processes, the strengthening of digital channels
and the expertise of employees. We are constantly
improving our customer-oriented service model by
gathering research data and customer opinions on
what kinds of products and services will be needed
in the future.
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MARTELA ANNUAL REPORT 2022
Martela 2022
CEO’s review
Operating environment Financial statements Governance
DIGIA’S FUTURE OF
WORK PROJECT
Digia’s Future of Work project
focuses on post-pandemic working life and
is taking Digia’s concept of flexible multi-
location work to the next level.
“One of the aims of the project has been
to turn the Digia campus into a network
of offices, home offices, and other remote
locations where people have the freedom to
choose the location for their work that suits
each situation and task,” says Jussi Piispanen,
Head of Next Level Office, who leads the
project.
Digia refurbished its workspaces
extensively during 2021 and 2022, with the
goal of attracting employees back to the
office after a long period of remote work.
Digia also decided to ensure that home offices
are functional and that employees have the
opportunity to choose a desk and a chair to
their liking. Digia hoped that, in addition to
engaging employees, smoothly running and
flexible daily work would support employees’
wellbeing. The development activities are
continuing, and future work will evolve in
an agile way through the monitoring of the
results of a survey measuring employee
experience and involvement of the employees.
Read more:
www.martela.com/cases/digia-jyvaskyla
CASE
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MARTELA ANNUAL REPORT 2022
Martela 2022
CEO’s review
Operating environment Financial statements Governance
WORKPLACE AS A SERVICE
As a result of the change in working life, people
have the freedom to choose where and when to
work. Thanks to the Workplace as a Service model,
your employees will always have the best possible
workplace at their disposal. The organisation gets
a comprehensive solution for the entire lifecycle of
the office, which constantly takes care of the prem
-
ises, the furniture – and the people. An essential as-
pect of the service is the continuous optimisation
of the workplace in accordance with the changing
needs of users. The service model enables the or
-
ganisation to only pay for what it genuinely needs,
which means that the problems related to owning
furniture do not exist. In addition to the company’s
office space, the service is also suitable for the
development of employees’ home offices, flexible
co-working facilities and learning environments.
CIRCULAR ECONOMY MODEL AT
THE CORE OF WORK ENVIRONMENT
DEVELOPMENT
The Workplace as a Service model is based on life-
cycle thinking, in which, instead of individual pur-
chases of furniture, the aim is to ensure the flex-
ibility and responsibility of the work environment
from defining the needs to the optimisation of the
space. At the heart of the lifecycle thinking is the
Waste Nothing principle, which seeks to minimise
the impact on the environment. Furniture that is
no longer needed is sold responsibly through the
Martela Outlet stores or webshop, and some of
the furniture are refurbished and/or reupholstered
before being sold. The furniture that has come to
the end of its useful life will be used for energy
production or secondary raw materials.
The service model adapts in change
Our office operations are
an important part of our
sustainability. The new
service model is well-
aligned with this purpose.”
Antti-Pekka Röntynen
ACTING DIRECTOR, ADMINISTRATION AT HSL
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Operating environment Financial statements Governance
Board of Director’s
Report and
Financial Statements
Board of Director’s Report ....................................................................................11
Consolidated Financial Statements, IFRS .............................................19
Parent company financial statements, FAS .......................................48
Auditor’s report .............................................................................................................. 59
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MARTELA ANNUAL REPORT 2022
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Board Of Directors’ Report
Key figures
The Group’s revenue for the financial year was EUR 106.7 million (91.9). The operating result for the year
was EUR 2.5 million (-1.3). Operating result includes nonrecurring gain EUR 1.5 million from the sale and
leaseback agreement regarding Nummela production and logistic centre, taking into account cost of sales.
Earnings per share were EUR 0.57 (-0.53). Cash flow from operating activities totalled EUR 2.1 (3.4) mil
-
lion. The equity-to-assets ratio was 24.7 per cent (22.2) and gearing was 58.6 per cent (74.8). The return
on investment for the year was 9.1 per cent (-4.7).
Description of the business
Martela is one of the Nordic leaders in the workplace industry. Martela designs and implements best
workplace and learning environments. Martela supplies user-centric solutions into today’s workplaces
– mobile work and activity based offices. Martela also offers the widest selection of services support
-
ing changes in interior planning as well as supporting maintenance. Our total offering comprises of the
change of the whole workplace from its specification and planning to implementation and maintenance.
Martela’s offering and product development
In line with its Lifecycle strategy Martela creates high-quality services for workplaces and learning en-
vironments along the full lifecycle. Our offering includes workplace and learning environment specifica-
tion and planning, implementation and furnishing as well as continuous measurement and optimization.
To add to the traditional way of purchasing Martela has introduced new service model, Workplace as
a Service. The monthly service fees can include everything from one to all of the lifecycle phases.
During 2022 Martela brought to the markets 15 new products including for example Sono telephone
booth suitable for hybrid working, for short-term work a combination of a seat and table top was add
-
ed to Noora-series, the Oona product family was expanded with benches, the range of easily adjustable
tables was increased with the Bobby and Trailer, and the Combo series was completed with features
suitable for the school environment.
EUR -2.5 (-2.2) million has been entered in the Group profit and loss statement as reasearch and de
-
velopment expenses.
Market situation
Gradual removal of restrictions caused by corona pandemic has impacted positively to Martela’s mar-
ket environment. Simultaneously war in Ukraine has brought uncertainty to the market and
caused radical price increases in the raw materials as well as restricted the supply of materials.
In addition rapid increase in inflation and interest rates will also have impact to the market situa
-
tion. It is too early to say what impacts these will have in the mid-term to overall market situation.
Group structure
There was no changes in the group structure in 2022.
Revenue and operating result
The January–December 2022 revenue was EUR 106.7 million (91.9), an increase of 16.1 % from previous
year. Compared to the previous year, revenue increased in Sweden 28.7%, in Finland 6.9%, in Norway 30.0%
and in Other countries 75.6%.
The Group’s operating result for the January-December was EUR 2.5 million (-1.3). The January–De
-
cember result before taxes was EUR 1.3 million (-2.3). The January–December result was EUR 2.6 mil-
lion (-2.4).
Financial position
The cash flow from operating activities in January–December was EUR 2.1 million (-3.4).
At the end of the period, interest-bearing liabilities stood at EUR 19.4 million including EUR 17.6 mil
-
lion lease liabilities according to IFRS 16. At the end of comparison period the interest bearing liabilities
stood at EUR 13.0 million including EUR 4.3 million lease liabilities according to IFRS 16. Net liabilities
11
MARTELA ANNUAL REPORT 2022
Martela 2022
CEO’s review
Operating environment Financial statements Governance
were EUR 8.1 million (8.1). At the end of the period, short-term limits of EUR 0.0 million were in use (4.0).
Impact of the sale and leaseback agreement, regarding Nummela production and logistic center, on
lease liabilities according to IFRS 16 was, at the moment of registration, EUR 13.0 million. Selling price
of the asset was EUR 15 million.
The gearing ratio at the end of the period was 58.6% (74.8) and the equity ratio was 24.7% (22.2). The
key ratios were negatively impacted by the lease liabilities according to IFRS 16 EUR 17.6 million (4.3).
Financial income and expenses were EUR -1.1 million (-1.0).
The balance sheet total stood at EUR 62.3 million (51.1) at the end of the period.
Capital expenditure
The Group’s gross capital expenditure for January–December came to EUR 0.9 million (0.4).
150
100
50
0
20222018 2019 2020 2021
REVENUE (EUR MILLION)
91.9
106.7
103.1
106.2
88.4
5
4
3
2
1
0
-1
-2
-3
-4
-5
2021 20222018 2019 2020
OPERATING PROFIT (EUR MILLION)
-1.3
2.5
-2.1
-2.0
-4.0
7
6
5
4
3
2
1
0
2021 20222018 2019 2020
CAPITAL EXPENDITURE AND
DEPRECIATIONS (EUR MILLION)
Capital expenditure Depreciations
202220192018 2020 2021
EARNINGS/SHARE AND DIVIDENDS
2.0
1.5
1.0
0.5
0
-0.5
-1.0
-1.5
Earnings/share
Dividends paid (EUR million)
The group management team
In March 1, 2022 Mr. Kalle Sulkanen was appointed as VP Operations and member of the management
team. He started in his position on May 1, 2022. From this moment onwards Group Management Team
has consisted of CEO Ville Taipale, CFO Kalle Lehtonen, VP Sales and Marketing Johan Westerlund, VP
Operations Kalle Sulkanen, VP Brand & Design Kari Leino and VP Design Studio Eeva Terävä.
Personnel
The Group employed an average of 403 people (419), which represents a decrease of 16 persons or 3.8%.
Personnel on average employed in Finland was 328 (346), in Sweden 27 (23), in Norway 14 (14) and in
group other countries 34 (36).
The number of employees in the Group was 400 (400) at the end of the review period. Personnel
costs in January–December totalled EUR 23.6 million (22.7).
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Non financial information
MANAGEMENT OF CORPORATE RESPONSIBILITY
Responsibility forms an integral part of Martela’s strategy and operations. The VP, Operations is respon-
sible for the corporate responsibility as well as quality, environmental and occupational health and safe-
ty management system of the Group. Sustainability Steering Group supervises corporate responsibility
with members from the Management Group and the Sustainability Director as the secretary.
More detailed information on the Group’s corporate responsibility principles, goals and achievements
can be found in a separate Sustainability Report published annually. The 2022 Sustainability Report will
be published after the annual report.
Already since 2011, Martela’s corporate responsibility has been guided by the Martela Corporate Code
of Conduct approved and annually reviewed by the Board of Directors. The principles contain referenc
-
es to international corporate responsibility commitments. The company has engaged itself in the UN
Global Compact challenge, which aims at promoting human rights, rights in working life, environmental
protection and the eradication of corruption and bribery.
As Martela operates in an international market, it also takes into account any international treaties,
commitments and recommendations that concern its work. The most important ones are:
• The UN Universal Declaration of Human Rights
• OECD Guidelines for Multinational Enterprises
• The ILO Declaration on Fundamental Principles and Rights at Work and other ILO conventions
related to its activities
Since 2011, the practical activities of the company have been guided by the corporate responsibility pol
-
icies approved by the Management Group concerning matters related to personnel, the environment and
supply chain management. The principles and policies published on Martela’s website www.martela.com/
about-us/sustainability/corporate-responsibility are reviewed and, when necessary, updated annually un
-
der the coordination of the Sustainability Steering Group. The principles and policies cover social and em-
ployee matters and matters related to respecting human rights and eradication of corruption and bribery.
DESCRIPTION OF THE BUSINESS OPERATING MODEL
The Martela Lifecycle model takes into account the entire life cycle of the workplace. Martela supports the
sustainability of its client companies by offering workplace solutions based on circular economy principles.
The Group units have the ISO 9001 quality, ISO 14001 environmental and ISO 45001 occupational
health and safety management system certifications, granted by an independent party, to ensure con
-
tinuous improvement, meeting customer expectations and that environmental and work safety aspects
are controlled.
In the manufacturing process, there is an emphasis on a strong supplier chain. Martela’s own manu
-
facturing is focused on final assembly and remanufacturing production at its logistics centre in Numme-
la, Finland, which also houses most of the company’s R&D and purchasing. The assembly of upholstery
components takes place at Martela’s own plant in Poland. The manufacture of table top and storage
components takes place mainly at Kidex Oy, Martela’s subsidiary located in Kitee, Finland.
The Martela headquarters in Otaniemi, Espoo, houses sales and support functions in addition to the
Group administration. Martela has several sales offices in Finland, Sweden and Norway. In other coun
-
tries, the sale of Martela’s products takes place mostly through a dealer network.
The purchasing of products and services from service providers accounts for more than 70% of Martela
Group’s turnover. A network of around hundred reliable suppliers delivers materials and components for
Martela labelled products.
40
30
20
10
0
-10
100
75
50
25
0
-25
2022
%
20192018 2020 2021
GEARING
Interest-bearing net debt
Gearing (%)
Equity
EUR million
80
60
40
20
0
20222018 2019 2020 2021
100
75
50
25
0
EQUITY RATIO
Balance sheet total
Equity ratio (%)
Equity
%EUR million
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MARTELA ANNUAL REPORT 2022
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Operating environment Financial statements Governance
Almost a quarter of the Group’s turnover goes on salaries and social security payments. Martela values
local manufacturing and employment. As the share of its service business is growing, the company will
keep creating more new jobs close to its markets. The distribution of financial value will be discussed
in further detail in the forthcoming Sustainability Report.
ENVIRONMENTAL MATTERS
Martela’s Environmental Policy, approved by the Group Management Team, aims to decrease the compa-
ny’s environmental impacts and promote recycling. The policy gives instructions on taking environmental
matters into account in the development of its offering, through which the company will also have an
indirect impact on the environmental effects of its customers.
The essential environmental aspects in Martela’s operations are presented in the materiality assess
-
ment found in the Sustainability Report. Martela has the best opportunities to influence the reduction
of greenhouse gas emissions and energy use in its market area through its customers’ premises. Martela
is constantly working to help its customers create facilities that support knowledge work and improve
space efficiency.
Martela’s most important environmental goal is to offer its customers the Martela Lifecycle model,
which supports their space efficiency. Sustainability reporting focuses on the direct and indirect effects
of Martela’s own operations as Martela does not yet have the opportunity to measure the effects of its
customers’ improvement in space efficiency and reduction in energy use.
Martela’s most significant climate impact arises from the use of materials related to products and ser
-
vices offered to customers. Martela’s greenhouse gas emissions totalled 10.6 million kilos in 2021 being
at the same level as the previous year. Of these emissions, 80% were related to the use of materials pur
-
chased for products delivered to customers (scope 3), 5% arose from the indirect use of energy (scope
2) and 8% were related to the delivery of finished products to customers (scope 1).
The total amount of indirect energy used for heating, lighting and ventilation in Martela’s premises was
33,200 GJ in 2021. Of the total amount of energy used, 88% was from renewable energy sources, 10%
was from fossil sources and 2% was nuclear power. The amount of indirect greenhouse gas emissions
under Martela’s scope 2 has decreased by 84% in ten years as indirect energy consumption has fallen by
30%. The largest reduction in greenhouse gas emissions has been achieved by purchasing emission-free
electricity. In 2021, the amount of material used for production decreased by 10% on the previous year,
reaching around 8.2 million kilograms. Nearly 50% of the materials used were wood-based and about 22%
were metal-based. In 2021, the production waste generated by the entire group amounted to 1.7 million
kilos, of which 99.7% was recovered. Only 0.3% was hazardous waste resulting mainly from the mainte
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nance of equipment and buildings.
The durability, recyclability and recycling of furniture are at the heart of Martela’s operations. Martela’s
furniture has been designed to be refurbished and restored, and their materials can be recycled or used
to produce energy. As part of its comprehensive service, Martela also offers a furniture recycling service
to its customer companies. The amount of used furniture received from customers decreased a little
from the previous year, to 2.6 million kilos. When designing new facility solutions for customers, their
old furniture can either be included in the new design or recycled responsibly through Martela. Used fur
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niture in good condition is cleaned and refurbished at the Nummela remanufacturing facility and then
made available to corporate and private customers through the Martela Outlet online service and shops.
In 2021, around 22,000 pieces of used furniture found new homes through the Martela Outlet chain.
There are no significant environmental risks in Martela’s own operations, but global changes in, for
example, energy sources, pricing, availability of materials and changes in the way of working may affect
Martela’s operations in the future.
Environmental goals, their realisation and more detailed environmental metrics are published annually
in the Sustainability Report.
PERSONNEL BY AREAS, ON AVERAGE 2021
Finland 346
Other 36
Scandinavia 37
TOTAL
419
PERSONNEL BY AREAS, ON AVERAGE 2022
Finland 328
Other 34
Scandinavia 41
TOTAL
403
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PERSONNEL JA SOCIAL MATTERS
Martela’s vision is to create the best places to work. This goal is enabled by competent and committed
personnel who feel good. Martela’s people management principles are based on company values and re
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sponsible management and leadership practices.
The key objectives of personnel competence development is to develop customer excellence and ex
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perience in every touch point and to improve operational performance. During 2022, the sales capabili-
ties and customer relationship management were systematically developed in accordance with Martela’s
Lifecycle model. From supply chain view point, the cooperation between the functions and the related
processes were crystallized to enhance the order-delivery efficiency.
Hybrid work is still in transition phase in organizations. So too in Martela. The game rules of hybrid
work were specified to better support different ways of working, taking into account both individual
and teamwork needs. The principle of the flexible working is to provide the balance between in-office
and remote work and employees are encourages to work in different places in accordance with the na
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ture of work. The office premises were also revamped to better meet the needs of hybrid work and to
support collaboration, communication and encounters and work requiring concentration by dividing the
office space into zones that support different working needs. The most recent example is Martela’s new
head office.
A safe working environment and working conditions are of primary importance for the well-being of
the personnel. The basis of a safe work environment is adequate familiarization with work tasks, up-to-
date instructions and the necessary safety training. Martela’s personnel will have safety training relevant
to their work, enabling them to perform their work in a professional and safe manner. Working safely is
important in all kind of work but its importance is emphasized especially in production, removal and in
-
stallation services. Employees are encouraged to actively report all safety near misses and incidents as
they provide valuable information to improve occupational safety. During 2022, personnel’s well-being,
functional capacity and coping at work were enhanced by expanding occupational health care services
and by piloting mental well-being support services for everyday challenges.
The job satisfaction of the personnel and the effectiveness of the actions chosen to improve the same
are measured with annual People Spirit survey. The survey measures, among other things, job motivation,
commitment, leadership and operative culture, and employer image. Despite the prevailing uncertainty
and challenging environment, the personnel’s job satisfaction and engagement improved compared to
the previous survey result. Clear strengths are the meaningfulness of one’s own work, received feed
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back and pride over Martela’s products and services. The management and operating culture as well as
the employer image have also developed positively. Although the personnel’s possibility to participate in
developing processes and availability of information have improved since the previous survey, there is
room for improvement compared to the benchmark norm. Overall, the results show that the measures to
strengthen job satisfaction as well as leadership and operative culture are on the right path.
Martela’s Sustainability Report contains a comprehensive description of the social and people relat
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ed matters.
RESPECTING HUMAN RIGHTS
Matters related to respecting human rights are discussed in, for example, the company’s People Policy
and Sustainability Policy for Supply Chain. The main principle is to offer equal opportunities to all of
employees and to treat each employee fairly. In the requirements for the suppliers, the focus is on ob
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serving national legislation and ILO conventions, depending on which of them is found more demanding
from the viewpoint of employee rights. No breaches of respecting human rights have been observed in
Martela’s operations or supply chain.
Martela’s products are manufactured on the basis of customer orders, which means that the sup
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ply chains are short and that the acquisitions mainly take place from the neighbouring areas and from
elsewhere in Europe. In Europe, where there is a long tradition of follow-up of working conditions and
labour legislation, the risks related to respecting human rights are smaller. The social risks of Martela’s
suppliers have been thoroughly investigated and are always reviewed when selecting new suppliers and
in conjunction with supplier evaluation.
Analysis of sustainability aspects is an important part of continuous interaction with suppliers. In
Martela’s sustainability policy for the supply chain that was updated in 2018, the importance of social
responsibility in the suppliers’ own supply chains is also emphasised. The policy is communicated with
each purchase order. Additionally, the key suppliers have been sent a sustainability survey through which
Martela has received a commitment from suppliers of materials, components and products to compliance
with the requirements of the sustainability policy for the supply chain. In addition, Möbelfakta-labelled
products and their supply chains are accompanied with special documentation of sustainability aspects.
Martela annually assesses the risks of social responsibility in its supply chain through country-specific
sustainability indicators and, on the basis of these, plans the necessary measures for verifying social
responsibility on a supplier-by-supplier basis.
In 2022, Martela was awarded the EcoVadis Gold rating. Our score was higher than or equal to the
score of 96 per cent of all companies rated by EcoVadis worldwide. Martela received the Gold rating for
the second year in a row. EcoVadis is the world’s largest sustainability rating agency. Its assessment in
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cludes 21 sustainability criteria grouped into four themes: environment, labour and human rights, ethics
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and sustainable procurement. The rating criteria are based on international sustainability standards, such
as the ten principles of the UN Global Compact, the International Labour Organisation (ILO) Conventions,
the Global Reporting Initiative (GRI) standards and the ISO 26000 standard.
The 2022 sustainability training was implemented in the autumn and was attended by 86% of the
personnel. The training was used to study the employees commitment to Martela’s Code of Conduct and
awareness of the procedures when noticing behaviour against its principles. Study showed 99% com
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mitment to the principles while 98% evaluated to be clear what absolute ban on corruption and bribery
and absolute ban on any inappropriate behaviour in work community means. Almost 80% of respondents
were aware of procedures when noticing actions against the principles. No communication on grievance
was received during 2022 through any available Martela whistleblowing channel.
PREVENTION OF CORRUPTION AND BRIBERY
Matters related to prevention of corruption and bribery are discussed in, for example, the Corporate Code
of Conduct and Sustainability Policy for Supply Chain. Martela does not accept bribery in any form in its
business in any of its market areas. Giving or receiving bribes is not permitted under any circumstances.
All transactions are recorded through the financial management/bookkeeping of each subsidiary.
Martela’s and all its subsidiaries bookkeeping and transactions are subject to an annual statutory audit.
The bookkeeping is transparent to the CFO of the Group.
Share
Martela has two share series, A and K, with each K share entitling its holder to 20 votes at a General
Meeting and each A share entitling its holder to one vote. Private holders of K shares have shareholder
agreement that restricts the sale of K shares to any party outside the existing holders of K shares. There
is a total of 604,800 K shares and a total of 3,914,814 A series, together 4,519,614 shares.
In January–December, a total of 2,286,583 (2,490,864 ) of the company’s series A shares were traded
on the NASDAQ OMX Helsinki exchange, corresponding to 58.4% (63.8) of the total number of series A
shares. The value of trading turnover was EUR 6.5 million (6.7), and the share price was EUR 2.45 at the
end of the period (2.29). During January–December the share price was EUR 3.81 at its highest and EUR
2.12 at its lowest. At the end of December, equity per share was EUR 3.07 (2.39).
During 2022 Martela has received one notification in accordance with the Finnish Securities Market
Act Chapter 9, Section 5.
On March 10, 2022, Martela Corporation has received an announcement from Isku Yhtymä Oy, accord
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ing to which the total number of Martela Corporation shares owned by Isku Yhtymä Oy has increased
above 10% of the shares in Martela plc, as a result of share transactions concluded on March 10, 2022.
More information on the Martela Corporation shares and shareholders can be found under note 27 of
the Notes to the financial statements.
TREASURY SHARES
Martela did not purchase any of its own shares in January–December. A total of 11,657 of Martela shares
held by the company have been conveyed on May, 23 2022, without consideration to the 34 key individ
-
uals participating in the Performance-based Matching Share Plan 2021—2023, announced on March 23,
2021. Conveyance of the shares relates to the earning period 2021. On December 31, 2022, Martela owns
a total of 1,425 Martela A shares and its holding of treasury shares amounted to 0.03% of all shares and
0.01% of all votes. Out of the shares, 379 were purchased at an average price of EUR 10.65 and 1 046
were transferred from Martela Corporation’s joint account to the treasury shares reserve, based on the
decicion made by AGM on March 13, 2018.
BOARD AND MANAGEMENT SHAREHOLDINGS OF MARTELA OYJ
Members of the Board, CEO and Management Team hold at 31 Dec 2022 total of 149 720 Martela Oyj A
-shares and 2 540 K -shares, which represents 3.4% of the total amount of shares and 1.3% of the voting
rights.
SHARE-BASED INCENTIVE PROGRAMME
Board of directors decided on March 18, 2021 on new share based incentive plan directed to key employ-
ees of the company. Purpose of the plan is to unite shareholders and key employees objectives on long-
term basis as well as to commit key employees to execute company’s strategy. Plan’s objective is to offer
to key employees competitive model to earn company’s shares.
The new Performance-based Matching Share Plan 2021–2023 consists of three performance periods,
covering the financial years of 2021, 2022 and 2023, respectively. The rewards to be paid based on the
plan will amount to an approximate maximum total of 718,000 Martela Corporation series A shares in
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cluding also the proportion to be paid in cash. Approximately 40 persons, including the CEO and other
Martela’s Management Team members, belong to the target group of the plan. The rewards will be paid
partly in Martela Corporation series A shares and partly in cash. The cash proportions of the rewards
are intended for covering taxes and tax-related expenses arising from the rewards to the participants.
In general, no reward is paid if the participant’s employment or director contract terminates before the
reward payment. The reward to be paid on the basis of the plan will be capped if the limits set by the
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Board of Directors for the share price are reached. During the performance period 2021, the rewards are
based on the Group’s Earnings before Interest and Taxes (EBIT).
As part of the implementation of the Performance-based Matching Share Plan 2021—2023, the Board
of Directors has resolved on directed share issue to persons participating to the plan. Decision on the
share issue is based on the authorization given by annual general meeting on March 18, 2021. Total num
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ber of shares subscribed shares was 305 700 A -shares with a subscription price of EUR 2.73 per share.
Board of directors resolved new directed share issue where otal number of shares subscribed shares
was 11 574 A -shares with a subscription price of EUR 2.88 per share. Decision on the share issue was
based on the authorization given by annual general meeting on March 17, 2022.
As part of the implementation of the Performance-based Matching Share Plan 2021—2023, the Board
of Directors has resolved to grant plan participants interest-bearing loans in the maximum total amount
of 686, 000 euros to finance the acquisition of the company’s shares. The maximum amount of the loan
is 70 per cent of the participant´s investment in shares. The loans will be repaid in full on 31 December
2025, at the latest.
In 2022 total number of shares distributed based on the programme was 11,657.
2022 Annual General Meeting
Martela Corporation’s Annual General Meeting was held on Thursday, March 17, 2022. The Meeting ap-
proved the Financial Statements, discharged the members of the Board of Directors and CEO from lia-
bility for the year of 2021 and approved remuneration report for 2021. The Board of Directors proposal
that no dividend will be distributed was approved.
The Annual General Meeting confirmed that the Board of Directors will consist of six members and
Mr. Jan Mattsson, Mr. Eero Martela, Ms. Katarina Mellström, Mr. Johan Mild and Ms. Anni Vepsäläinen be
re-elected as members of the Board of Directors and Ms. Hanna Mattila will be elected as a new mem
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ber of the Board. The Annual General Meeting resolved a monthly compensation of EUR 3,400 be paid
for the Chairman of the Board and EUR 1,700 for the Board Members, and an additional compensation
of EUR 1,600 per year to the Board members belonging to a committee.
Authorized Public Accountant Ernst & Young Oy was re-elected as the company’s auditor. The remu
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neration of the auditor will be paid according to the invoice that has been accepted by the Audit Com-
mittee of the company.
The Annual General Meeting authorized the Board of Directors may resolve on the repurchase of a
maximum of 450,000 Company’s own A shares with funds from the Company’s unrestricted equity. Own
shares will be repurchased in public trading maintained by Nasdaq Helsinki Ltd at the market price of
the shares as per the time of repurchase or otherwise at a price formed on the market. In addition An
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nual General meeting authorized Bioard of Directors to resolve to issue a maximum of 450,000 new A
shares and/or to dispose of the Company’s own A shares held by the Company either in one or several
installments either against payment or without payment. Both authorizations equal approximately 10 %
of companys share capital and 2.8 % of the voting rights. Authorization are valid until the closing of the
next meeting, however, no longer than until 30 June 2023.
The Board of Directors elected by Martela Corporation’s Annual General Meeting had its organization
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al meeting after the Annual General Meeting and elected from among its members Johan Mild as the
Chairman and Katarina Mellström as the Vice Chairman of the Board.
Administration
Martela Corporation is a Finnish limited liability company that is governed in its decision-making and
management by Finnish legislation, especially the Finnish Limited Liability Companies Act, by other reg
-
ulations concerning public listed companies, and by its Articles of Association. The company complies
with the NASDAQ OMX Guidelines for Insiders and the Corporate Governance Code 2020 for Finnish
listed companies published by the Securities Market Association. Company has published its Corporate
Governance report as a separate document in company’s website. More information on Martela’s govern
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ance can be found on the company’s website.
Martela Responsibility Report extensively contains non-financial information (NFI) required by the
accounting legislation reforms, and reports have been published since 2010. The Responsibility Report
of 2022 will be published after the Annual Report.
Risks and uncertainties
The principal risk regarding profit performance relates to the general economic uncertainty and the con-
sequent effects on the overall demand in Martela’s operating environment. Due to the project-based na-
ture of the sector, forecasting short-term developments is challenging. In accordance with Martela’s risk
management model, the risks are classified and guarded against in different ways.
Company regularly evaluates and monitors the financing need of its operations in order to secure
sufficient liquid funds to run the operations and to facilitate loan repayments. Sudden changes in the
market environment or changes in the finance market can however cause that company’s liquid funds
will not be sufficient to finance the operations.
Production of Martela’s products is based on orders placed by customers, supply chain is short and
purchases are mainly from neighbouring area and from other parts of Europe. Extensive warehousing
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is not needed. The product assembly is automated and based on component subcontracting and on as-
sembly carried out by Martela.
Risks of damage are covered with appropriate insurance and this provides comprehensive coverage
for property, business interruption, supplier interruption loss and loss liability risks. The services of an
external partner are used in insurance as well as in legal matters. Finance risks are discussed in note 21
of the notes to the financial statements.
SHORT-TERM RISKS
The principal risk regarding profit performance relates to the general economic uncertainty and the
consequent effects on the overall demand in Martela’s operating environment. War in Ukraine and the
uncertainty caused by it have had a negative impact on the market situation as well as to supply and
prices of raw materials. In addition rapid increase in inflation and interest rates will also have impact to
the market situation. Due to the project-based nature of the sector, forecasting short-term development
is challenging in normal circumstances. This has been further been emphasized by the general uncer
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tainty caused by the war in Ukraine and in the finacial markets.
Events after the end of the financial year
On January 16, 2023 company announced that it has appointed Mr. Kimmo Hakkala as new VP Sales and
Marketing and member of the Management Team effective on February 1, 2023. Current VP Sales Johan
Westerlund will leave the company at end of January 2023.
No other significant events requiring reporting have taken place since the January–December period.
Outlook for 2023
Martela anticipates its revenue to stay on same level than in 2022 and operating result to be positive.
Proposal of the board of directors for distribution of profit
The Board of Directors proposes to the AGM that a dividend of EUR 0.10 per share will be distributed
for 2022.
Annual general meeting
Martela Corporation’s AGM is planned to be in March 2023. The notice of the Annual General Meeting
will be published in a separate release.
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Consolidated comprehensive income statement
(EUR 1,000) Note
1 Jan–31
Dec 2022
1 Jan–31
Dec 2021
Revenue 1 106,710 91,889
Other operating income 2 2,293 637
Changes of inventories of finished goodsand work in progress 3,516 3,839
Raw material and consumables used -69,548 -58,459
Production for own use 2,506 328
Employee benefits expenses 3 -23,557 -22,684
Other operating expenses 4 -13,639 -11,431
Depreciation and impairment 5 -5,790 -5,428
Operating profit (-loss) 2,491 -1,309
Financial income 7 126 100
Financial expenses 7 -1,268 -1,114
Profit (-loss) before taxes 1,349 -2,323
Income taxes 8 1,205 -61
Profit (-loss) for the financial year 2,554 -2,385
Other comprehensive income:
Items that will not later be recognised through profit or loss
Items resulting from remeasurement of the net debt related to defined benefit plans 103 267
Taxes from items that will not later be recognised through profit or loss -22 -43
Items that may later be recognised through profit or loss
Translation differences 190 214
Other comprehensive income for the period 270 438
Total comprehensive income 2,824 -1,946
Allocation of profit (-loss) for the financial year
Equity holders of the parent 2,554 -2,385
Allocation of total comprehensive income
Equity holders of the parent 2,824 -1,946
Earnings per share of the profit attributable to the equity holders of the parent
Basic earnings/share, EUR 9 0.57 -0.53
Diluted earnings/share, EUR 9 0.57 -0.53
Consolidated balance sheet
(EUR 1,000) Note 31 Dec 2022 31 Dec 2021
ASSETS
Non-current assets
Intangible assets 10 4,278 4,588
Tangible assets 11 13,312 8,965
Non-current financial assets 12 553 542
Deferred tax assets 13 2,860 204
Non-current assets, total 21,003 14,299
Current assets
Inventories 14 11,781 12,119
Trade receivables and other receivables 12,15 18,248 19,712
Cash and cash equivalents 11,295 4,926
Current assets, total 41,324 36,756
ASSETS, TOTAL 62,327 51,055
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(EUR 1,000) Note 31 Dec 2022 31 Dec 2021
EQUITY AND LIABILITIES
Equity attributable to holders of the parent 16
Share capital 7,000 7,000
Share premium account 1,116 1,116
Reserve for invested unrestricted equity 995 962
Other reserves -9 -9
Treasury shares* -4 -128
Translation differences -655 -846
Retained earnings 5,406 2,665
Equity, total 13,850 10,761
Non-current liabilities
Pension obligations 19 115 235
Financial liabilities 12, 18 14,686 1,791
Provisions 20 229 236
Non-current liabilities, total 15,030 2,263
Current liabilities
Financial liabilities 12, 18 4,612 10,952
Advances received 21 6,278 2,625
Trade payables 12, 21 9,569 13,099
Accrued liabilities and prepaid income 12, 21 7,893 8,402
Income tax payable 1,213 0
Other current liabilities 12, 21 3,824 2,894
Provisions 20 57 59
Non-interest-bearing current liabilities, total 33,447 38,032
LIABILITIES, TOTAL 48,477 40,294
EQUITY AND LIABILITIES, TOTAL 62,327 51,055
*The treasury shares acquired for and assigned to share-based incentive scheme are shown in accounting terms
as treasury shares. See notes 16.
Consolidated cash flow statement
(EUR 1,000) Note 1 Jan–31 Dec 2022 1 Jan–31 Dec 2021
Cash flows from operating activities
Cash flow from sales 113,434 84,749
Cash flow from other operating income 282 595
Payments on operating costs -110,881 -88,030
Net cash from operating activities before financial items and taxes 2,835 -2,686
Interest paid -472 -425
Interest received 23 20
Other financial items 4 -353
Dividends received 0
Taxes paid -319 45
Net cash from operating activities (A) 2,072 -3,399
Cash flows from investing activities
Capital expenditure on tangible and intangible assets -902 -357
Proceeds from sale of tangible and intangible assets 11,124 40
Net cash used in investing activities (B) 10,222 -317
Cash flows form financing activities
Proceeds from short-term loans 33 1,591
Repayments of short-term loans 18 -5,000 -2,000
Repayments of lease liabilities -2,728 -2,543
Proceeds from long-term lease liabilies 4,000
Repayment of long-term loans 18 -1,900
Cash proceeds from issuing shares 10 421
Net cash used in financing activities (C) -5,586 -2,530
Change in cash and cash equivalents (A+B+C), increase +, decrease - 6,708 -6,246
Cash and cash equivalents at the beginning of year 4,926 11,172
Translation differences -339
Cash and cash equivalents at the end of year 11,295 4,926
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Statement of changes in equity
Equity attributable to equity holders of the parent (EUR 1,000) Share capital
Share premium
account
Reserve for invested
unrestricted equity
Other
reserves
Treasury
shares
Translation
diff.
Retained
earnings Equity total
Equity 1 Jan 2021 7,000 1,116 -9 -128 -1,060 4,719 11,639
Other comprehensive income
Profit (-loss) for the financial year -2,385 -2,385
Other items of comprehensive income adjusted by tax effects
Translation differences 214 , 214
Items resulting from remeasurement of the net debt related to defined benefit plans
(incl. Deferred taxes)
Other comprehensive income for the period 214 225 438
Total comprehensive income 214 -2,160 -1,946
Share issue 962 962
Share-based incentives 106 106
Equity 31 Dec 2021 7,000 1,116 962 -9 -128 -846 2,665 10,761
Equity 1 Jan 2022 7,000 1,116 962 -9 -128 -846 2,665 10,761
Other comprehensive income
Profit (-loss) for the financial year 2,554 2,554
Other items of comprehensive income adjusted by tax effects
Translation differences 190 , 190
Items resulting from remeasurement of the net debt related to defined benefit plans
(incl. Deferred taxes)
Other comprehensive income for the period 190 80 270
Total comprehensive income 190 2,634 2,824
Share issue 33 33
Share-based incentives 124 107 231
Equity 31 Dec 2022 7,000 1,116 995 -9 -4 -655 5,406 13,850
More information in Notes 16 Equity and 17 share-based payments.
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31 Dec 2021
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Parent Company Income Statement
(EUR 1,000) Note 1 Jan–31 Dec 2022 1 Jan–31 Dec 2021
Revenue 1 107,3 11 89,392
Change in inventories of finished goods and work in progress 3 -1,525 740
Production for own use 2,382 328
Other operating income 2 14,078 1,254
Materials and services 3 -82,878 -66,795
Personnel expenses 4 -12,944 -12,680
Other operating expenses 5 -11,974 -9,843
Depreciation and impairment 6 -6,640 -2,473
Operating profit (-loss) 7,809 -78
Financial income and expenses 7 -595 -1,233
Profit (-loss) before appropriations and taxes 7,214 -1,311
Group contributions 8 -3,135 360
Depreciation difference and Group contributions -3,135 360
Income taxes 9 -179 0
Profit (-loss) for the financial year 3,900 -951
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(EUR 1,000) Note 31 Dec 2022 31 Dec 2021
NON-CURRENT ASSETS
Intangible assets 10
Intangible rights 925 1,363
Goodwill 650 5,520
Other long-term expenditure 1,597 2,224
Advance payments 724 159
3,896 9,266
Tangible assets 11
Land and water areas 0 80
Buildings and structures 0 1,864
Machinery and equipment 2,868 1,107
Other tangible assets 23 23
2,892 3,073
Investments 12
Share is subsidiaries 10,907 7,405
Receivables from subsidiaries 3,895 4,395
Other shares and participations 7 7
14,809 11,808
CURRENT ASSETS
Inventories
Materials and supplies 8,459 8,006
Work in progress 923 1,097
Finished goods 760 2,111
Advances paid to suppliers 35 16
10,177 11,230
Non-current receivables 13
Loan receivables 546 535
Current receivables 13
Trade receivables 17,880 19,931
Loan receivables 0 360
Prepaid expenses 1,013 0
Accrued income 2,071 1,831
20,964 22,123
Cash and cash equivalents 10,787 4,700
64,071 62,735
(EUR 1,000) Note 31 Dec 2022 31 Dec 2021
EQUITY AND LIABILITIES
SHAREHOLDERS' EQUITY
Shareholders' equity 14
Share capital 7,000 7,000
Share premium account 1,116 1,116
Reserve fund 11 11
Invested unrestricted equity fund 995 962
Retained earnings 17, 3 98 18,350
Profit for the year 3,900 -952
Total 30,421 26,487
Compulsory reservations
Other compulsory reservations 229 236
LIABILITIES
Non-current 15
Accrued liabilities and prepaid income 108 107
108 107
Current 16
Loans from financial institutions 1,624 8,491
1,624 8,491
Advances received 369 405
Trade payables 17,834 18,190
Accrued liabilities and prepaid income 10,039 5,550
Other current liabilities 3,448 3,269
31,689 2 7, 4 1 4
Liabilities, total 33,420 36,012
64,071 62,735
Parent Company Balance Sheet
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(EUR 1,000)
1 Jan–31
Dec 2022
1 Jan–31
Dec 2021
CASH FLOWS FROM OPERATING ACTIVITIES
Cash flows from sales 108,725 81,986
Cash flow from other operating income 1,158 1,254
Payments on operating costs -107,988 -87,670
Net cash from operating activities before financial items and taxes 1,895 -4,430
Interests paid and other financial payments -611 -623
Net cash from operating activities (A) 1,284 -5,053
CASH FLOWS FROM INVESTING ACTIVITIES
Capital expenditure on tangible and intangible assets -422 -209
Proceeds from sale of tangible and intangible assets 15,117 0
Investments on subsidiary shares -3,002 0
Loans granted 0 -443
Net Cash used in investing activities (B) 11,693 -652
CASH FLOWS FROM FINANCING ACTIVITIES
Paid share issue 10 421
Proceeds from current loans 0 1,591
Repayments of current loans -6,900 -2,000
Net cash used in financing activities (C) -6,890 12
CHANGE IN CASH AND CASH EQUIVALENTS (A+B+C) (+ increase, - decrease) 6,087 -5,692
Cash and cash equivalent at the beginning of financial year* 4,700 10,393
Cash and cash equivalent at the end of financial year* 10,787 4,700
Parent Company’s Cash Flow Statement
*Includes cash and bank receivables
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Accounting Policies for the Parent Company
Financial Statements
Martela Oyj’s Financial Statements have been prepared in accordance with Finnish Accounting Standards
(FAS). Items in the financial statements have been recognised at cost. No assets have been recorded to
appreciated values, unless separately mentioned.
Items denominated in foreign currency:
Transactions denominated in foreign currencies are recognised at the rate of exchange on the date of their
occurrence. Receivables and liabilities in the balance sheet are translated at the average rate on the bal
-
ance sheet date. Exchange rate differences arising from trade receivables are recognised in revenue and
those of trade payables in adjustment items for purchases. Exchange rate differences arising from bal
-
ance sheet financial items, such as loans, are recognised in exchange rate differences of finance. Share-
holders loans denominated in foreign currency to subsidiaries are considered as investments. Currency
exchange rate differences are hence not recognised in parent company financial statements. Exchange
rate differences related to shareholder loans are recognised in the Consolidated financial statements.
Intangible assets:
Intangible assets are reported in the balance sheet at cost and depreciated according to the plan (by
straight line method). Intangible assets are depreciated according to their estimated useful life in 3–10
years. Goodwill is depreciated by straight-line method in 10 years. Martela AB goodwill depreciation time
has been changed from ten to five years based on the impairment test and the goodwill is fully depreciated.
Tangible assets:
Buildings, machinery, equipment and other tangible assets are reported in the balance sheet at cost. No
depreciation is recognised on revaluations of buildings or on land areas. Otherwise, depreciation is calcu
-
lated on a straight line basis according to the estimated useful life. The change in accumulated deprecia-
tion difference is presented as a separate item in the parent company’s profit and loss statement and the
accumulated depreciation difference as a separate item in the balance sheet.
Depreciation periods for tangible assets:
Buildings and structures____20–30 years
Machinery and equipment___4–8 years
Other tangible assets______3–5 years
Impairment testing of long-term assets
Goodwill and investments in subsidiaries are tested for impairment annually regardless if there are any
indications that the amount might be impaired. The recoverable cash amount from the subsidiaries is
based on value in use calculations in the testing. The forecasted cash flows are based on 5-year financial
plans approved by management. The central assumptions of the plans comprise of subsidiary growth- and
profitability assumptions. The cash flows beyond the five-year period is estimated based on 1,5 % growth.
Inventories:
Inventories are recognised at weighted average purchase prices. The value of inventories is reduced with
respect to nonmarketable items. The cost of goods includes also a share of the overhead costs of pro
-
duction.
Income tax:
The company income taxes are recognised on accrual basis and are calculated according to local tax
legislation with adjustments from previous financial years. In the financial statements the company does
not recognise deferred tax receivables or deferred tax liabilities.
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Revenue and recognition policies:
Revenue is recognised on accrual basis. Direct taxes, discounts and exchange rate differences are
deducted from sales income in calculating revenue.
Research and development:
Research and development expenses are recognised normally in profit or loss in the year they arise.
Research and development-related equipment is capitalised in machinery and equipment.
Other operating income and expenses:
Proceeds from sale of assets, public subsidies and other income (e.g. rent income) are recognised in
”Other operating income”. Losses from disposal of assets and other costs are recognised in ”Other
operating expenses”.
Operating leases:
All leasing payments are reported as rent expenses.
Share-based payments:
In the effective share-based incentive programme there are three earning periods, which are 2021, 2022
and 2023, and payment are made as a combination of shares and cash.
Treasury shares:
The treasury shares held by the parent company are reported as a deduction from equity.
Other compulsory reservations
The normal warranty for standard Martela produced products is five years. The warranty provision
(EUR 286 thousand) has been calculated as an estimate of the five-year warranties for Martela products
and the sale of Martela products.
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% of revenue 2022 2021
Finland 69 76
Scandinavia 19 16
Other 12 8
Total 100 100
(EUR 1,000) 2022 2021
Salaries, CEO -288 -236
Pension expenses -49 -57
Salaries of Board and directors -152 -158
Salaries of Board and directors and managing director, total -489 -451
Other salaries -10,295 -10,236
Pension expenses -1,791 -1,546
Other salary-related expenses -369 -447
Personnel expenses in the income statement -12,944 -12,680
Fringe benefits -184 -184
Total -13,128 -12,864
Personnel
Personnel on average, workers 49 54
Personnel on average, officials 146 152
Personnel on average, total 196 206
Personnel at the year end 194 189
(EUR 1,000) 2022 2021
Rental income 233 238
Government grants 0 30
Other operating income 360 118
Sale profit of Nummela property 12,870
Other operating income, Group 615 867
Total 14,078 1,254
(EUR 1,000) 2022 2021
Purchasing during the financial year -67,384 -52,772
Change in inventories of materials and suppliers 453 1,521
External services -17,473 -14,805
Materials and supplies, total -84,404 -66,056
(EUR 1,000) 2022 2021
Auditor's fees
Auditing -113 -90
Other services -14 -8
Auditor's fees, total -127 -98
1. Breakdown of revenue by market area 4. Personnel expenses and number of personnel
2. Other operating income
3. Materials and services
5. Other operating expenses
Salaries of Board and directors are not income subject to pension.
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(EUR 1,000) 2022 2021
Financial income and expenses
Interest income from short-term investments 21 18
Interest income from short-term investments from Group companies 23 38
Foreign exchange gains 22 3
Interest expenses -351 -425
Losses on foreign exchange -166 -230
Other financial expenses -145 -110
Impairment 0 -527
Total -595 -1,233
(EUR 1,000)
1 Jan–31 Dec 2022
Intangible
rights Goodwill
Other long-term
expenses
Work in
progress
Intangible
assets total
Acquisition cost 1 Jan 5,404 9,200 12,535 158 27,297
Increases 128 0 104 2,633 2,865
Decreases -108 0 -167 -2,068 -2,343
Acquisition cost 31 Dec 5,425 9,200 12,471 724 27,820
Accumulated depreciation 1 Jan -4,043 -3,680 -10,309 0 -18,033
Depreciation for the year 1 Jan 31 Dec -458 -4,870 -564 0 -5,891
Accumulated depreciation 31 Dec -4,501 -8,550 -10,872 0 -23,924
Carrying amount 1 Jan 1,362 5,520 2,224 158 9,266
Carrying amount 31 Dec 925 650 1,597 724 3,896
1 Jan–31 Dec 2021
Intangible
rights Goodwill
Other long-term
expenses
Work in
progress
Intangible
assets total
Acquisition cost 1 Jan 5,404 9,200 12,466 317 27,387
Increases 0 0 68 217 285
Decreases 0 0 0 -375 -375
Acquisition cost 31 Dec 5,404 9,200 12,535 158 27,297
Accumulated depreciation 1 Jan -3,625 -2,760 -9,618 0 -16,004
Depreciation for the year 1 Jan–31 Dec -419 -920 -692 0 -2,030
Accumulated depreciation 31 Dec -4,043 -3,680 -10,309 0 -18,033
Carrying amount 1 Jan 1,781 6,440 2,847 317 11,384
Carrying amount 31 Dec 1,362 5,520 2,224 158 9,266
(EUR 1,000) 2022 2021
Appropriations
Group contributions, received 0 360
Group contributions, given - /received + -3,135 0
Group contributions total -3,135 360
Appropriations, total -3,135 360
(EUR 1,000) 2022 2021
Income taxes from operations -179 0
Taxes from previous years 0 0
Total -179 0
7. Financial income and expenses
10. Intangible assets
8. Depreciations and Group contributions
9. Income Taxes
(EUR 1,000) 2022 2021
Depreciation according to plan
Intangible assets -5,893 -2,035
Tangible assets
Buildings and structures -2 -12
Machinery and equipment -744 -427
Depreciation according to plan, total -6,640 -2,473
Depreciations and impairments, total -6,640 -2,473
6. Depreciation and write-down
Martela AB goodwill depreciation time has been changed from ten to five years based on the impairment test
and the goodwill is fully depreciated.
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(EUR 1,000)
1 Jan–31 Dec 2022 Land areas Buildings
Machinery and
equipment
Other tangible
assets Total
Acquisition cost 1 Jan 80 10,632 13,435 23 24,170
Increases 0 0 2,508 0 2,508
Decreases -80 -1,862 0 0 -1,941
Acquisition cost 31 Dec 0 8,770 15,943 23 24,737
Accumulated depreciation 1 Jan 0 -8,769 -12,328 0 -21,096
Depreciation for the year 1 Jan–31 Dec 0 -2 -746 0 -748
Accumulated depreciation 31 Dec 0 -8,770 -13,074 0 -21,845
Carrying amount 1 Jan 80 1,864 1,107 23 3,074
Carrying amount 31 Dec 0 0 2,869 23 2,892
1 Jan–31 Dec 2021 Land areas Buildings
Machinery and
equipment
Other tangible
assets Total
Acquisition cost 1 Jan 80 10,623 12,812 23 23,538
Increases 0 9 623 0 632
Acquisition cost 31 Dec 80 10,632 13,435 23 24,170
Accumulated depreciation 1 Jan 0 -8,757 -11,891 0 -20,648
Accumulated depreciation on decreases 0 0 -5 0 -5
Depreciation for the year 1 Jan–31 Dec 0 -12 -431 0 -443
Accumulated depreciation 31 Dec 0 -8,769 -12,328 0 -21,096
Carrying amount 1 Jan 80 1,866 921 23 2,890
Carrying amount 31 Dec 80 1,864 1,107 23 3,073
11. Tangible assets
Revaluations included in buildings 2022 total EUR 0 housand (1 850 in 2021).
Carrying amount of production machinery and equipment in 2022 was EUR 58 thousand (53 in 2021).
Nummela property has been sold 3 August 2022.
Shareholder loan receivable Martela AB EUR 3 760 thousand.
Shareholder loan receivable Martela SP EUR 135 thousand. Interest rate is 3%. Loan will be paid 31.12.2023.
(EUR 1,000)
1 Jan–31 Dec 2022
Subsidiary
shares
Other shares and
participations
Shareholder
loan receivables Total
Balance sheet value at beginning of year 7,405 7 4,396 11,808
Increases 3,501 0 500 4,001
Decreases / Impairment 0 0 -1,001 -1,001
Balance sheet value at end of year 10,907 7 3,895 14,809
1 Jan–31 Dec 2021
Subsidiary
shares
Other shares and
participations
Shareholder loan
receivables Total
Balance sheet value at beginning of year 7,489 7 4,973 12,470
Increases 0 0 0 0
Decreases / Impairment -84 0 -577 -661
Balance sheet value at end of year 7,405 7 4,396 11,808
Subsidiary shares
Parent company’s
holding, %
Of total
votes, %
Number of
shares
Par value
(1,000)
Book value
(EUR 1,000)
Kidex Oy Finland 100 100 200 2.208 EUR 2,208
Muuttopalvelu Grundell Oy Finland 100 100 100 8 EUR 4,440
Martela AB, Nässjö Sweden 100 100 50,000 5.000 SEK 2,141
Aski avvecklingsbolag AB, Malmö Sweden 100 100 12,500 1.250 SEK 48
Martela AS, Oslo Norway 100 100 200 200 NOK 1,934
Martela Sp.z o.o., Varsova Poland 100 100 3,483 3.483 PLN 135
Tehokaluste Oy Finland 100 100 1 0 EUR 0
Total 10,907
Other shares and participations 7
12. Investments
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(EUR 1,000) 2022 2021
Non-current receivables
Loan receivables 546 535
Current receivables
Receivables from Group companies
Trade receivables 2,665 2,908
Loan receivables 0 360
Prepaid expenses 1,013 0
Receivables from others
Trade receivables 15,215 17,023
Accrued income and prepaid expenses 2,071 1,831
Current receivables, total 20,964 22,123
Accrued income and prepaid expenses, main items 2022 2021
Related to personnel expenses 99 107
Related to payments in advance 613 366
Other accrued income or prepaid expenses 280 222
Periodization of revenue 1,079 1,136
Accrued income and prepaid expenses total 2,071 1,831
Related party loan 2022 2021
Loan 1 Jan 223 0
Increases 33 223
Loan 31 Dec 256 223
13. Receivables
Distribution of shares 31 Dec 2022
Number of
shares Total EUR
% of share
capital Votes % of Votes
K-shares (20 votes/share) 604,800 936,717 13 12,096,000 76
A-shares (1 vote/share) 3,914,814 6,063,283 87 3,914,814 24
Total 4,519,614 7,000,000 100 16,010,814 100
Treasury shares 1,425
Number of shares outstanding 4,518,189
Shareholders’ equity
Restricted equity 2022 2021
Share capital 1 Jan and 31 Dec 7,000 7,000
Share premium account 1 Jan and 31 Dec 1,116 1,116
Unrestricted equity
Reserve fund 1 Jan and 31 Dec 11 11
Invested unrestricted equity fund 1 Jan 962 0
Share issue 33 962
Invested unrestricted equity fund 31 Dec 995 962
Retained earnings 1 Jan 17,398 18,349
Profit (-loss) for the year 3,900 -951
Retained earnings 31 Dec 21,298 17,398
Shareholders' equity total 30,421 26,487
14. Changes in shareholders’ equity
The distributable equity of the parent company is EUR 22,293 thousand in 2022.
A total of 11,657 of Martela shares held by the company have been conveyed without consideration to the 34 key individuals
participating in the Performance-based Matching Share Plan 2021—2023, announced on March 23, 2021. Conveyance of the
shares relates to the earning period 2021. Following the directed share issue on March 23, 2022, the number of treasury shares
stands at 1,425 shares
Treasury shares held by Martela Oyj are reported as a deduction from retained earnings. Martela Oyj owns 1,425 A shares
(13,082 in 2021). Out of the shares 379 were purchased at an average price of EUR 10.65 and 1,046 were transferred from Martela
Corporation’s joint account to the treasury shares reserve based on the decision by AGM on March 13, 2018.
Market value of treasury shares on December 31, 2022 was EUR 2.45 per share (2.29),
a total of EUR 3.5 thousand (30.0 thousand in 2021)
Company has executed right issue (March 18, 2021) in which 352,440 pcs new A shares has been subscribed. Issue price of new
shares, in total EUR 962 thousand, has been booked in invested unrestricted equity fund.
Company has executed right issue (March 17, 2022) in which 11,574 pcs new A shares has been subscribed.
Issue price of new shares, in total EUR 33 thousand, has been booked in invested unrestricted equity fund.
The Board of Directors has decided to grant an interest-bearing loan to finance the acquisition of the company’s shares.
The maximum amount of the loan is 70 per cent of the investment in shares. The loan will be repaid in full on
31 December 2025, at the latest. The interest rate is 12 months euribor but not below 0%.
The loan granted to the board of directors is EUR 256 thousand (223 thousand in 2021), of which the CEO loan EUR 70
thousand and others EUR 186 thousand (153 thousand in 2021).
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(EUR 1,000) 2022 2021
Accrued expenses 108 107
Total 108 107
Accrued liabilities
Related to the personnel expenses 100 107
(EUR 1,000) 2022 2021
Current liabilities
Liabilities to Group companies
Trade payables to Group companies 10,219 7,435
Accrued liabilities to Group companies 1,622 1,046
Other current liabilities Group companies 3,635 0
Total 15,476 8,481
Other current liabilities
Loans from financial institutions 1,624 8,491
Advances received 369 405
Trade payables 7,614 10,755
Other current liabilities 3,448 3,269
Accrued liabilities 4,782 4,504
Total 17,837 27,424
Current liabilities, total 33,313 35,905
Essential items of accrued liabilities 2022 2021
Personnel expenses 1,871 1,870
Interest and financing accruals 0 153
Royalties 176 224
Taxes from accounting period 182 0
Residual expenses 2,553 2,257
Accrued liabilities, total 4,782 4,504
15. Non-current liabilities 16. Current liabilities
Current liabilities are specified in notes because items are combined in Balance sheet.
The company has purchased electricity derivatives in 2022, of which long-term liabilities amount to EUR 8 thousand
and short-term liabilities amount to EUR 69,5 thousand.
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(EUR 1,000) 2022 2021
Debts secured by mortgages
Bank loans 0 6,900
Factoring loan 1,624 1,591
Property mortgages 0 7,565
Corporate mortgages 7,191 10,359
Shares pledged 7,191 1 7,924
Other pledges
Guarantees as security for rents 892 527
Guarantees given on behalf of Group companies 0 1,566
Total 892 2,093
Other liabilities
Residual value liabilities related to the service business 1,809 779
Total 1,809 779
Leasing commitments
Falling due within 12 months 692 742
Falling due after 12 months 642 813
Total 1,334 1,556
Rent commitments 17,927 1,859
17. Pledges granted and contingent liabilities
Company has signed new premises lease contract on May 24, 2021 which estimated starting date is April 1, 2022. Contract is
valid at least until March 31, 2029, and the monthly rent is EUR 30,754.
Company has signed Nummela property sale and leaseback contract on August 3, 2022. Contract is valid untill April 31, 2033,
and the monthly rent is EUR 121,500.
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Auditor’s report
To the Annual General Meeting of Martela Oyj
Report on the Audit of the Financial Statements
Opinion
We have audited the financial statements of Martela Oyj (business identity code 0114891-2) for the year
ended 31 December, 2022. The financial statements comprise the consolidated balance sheet, statement
of comprehensive income, statement of changes in equity, statement of cash flows and notes, including
a summary of significant accounting policies, as well as the parent company’s balance sheet, income
statement, statement of cash flows and notes.
In our opinion
• the consolidated financial statements give a true and fair view of the group’s financial position as
well as its financial performance and its cash flows in accordance with International Financial Re
-
porting Standards (IFRS) as adopted by the EU.
• the financial statements give a true and fair view of the parent company’s financial performance
and financial position in accordance with the laws and regulations governing the preparation of fi
-
nancial statements in Finland and comply with statutory requirements.
Our opinion is consistent with the additional report submitted to the Audit Committee.
Basis for Opinion
We conducted our audit in accordance with good auditing practice in Finland. Our responsibilities under
good auditing practice are further described in the Auditor’s Responsibilities for the Audit of Financial
Statements section of our report.
We are independent of the parent company and of the group companies in accordance with the eth
-
ical requirements that are applicable in Finland and are relevant to our audit, and we have fulfilled our
other ethical responsibilities in accordance with these requirements.
In our best knowledge and understanding, the non-audit services that we have provided to the parent
company and group companies are in compliance with laws and regulations applicable in Finland regard
-
ing these services, and we have not provided any prohibited non-audit services referred to in Article 5(1)
of regulation (EU) 537/2014. The non-audit services that we have provided have been disclosed in note
4. to the consolidated financial statements.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis
for our opinion.
Key Audit Matters
Key audit matters are those matters that, in our professional judgment, were of most significance in our
audit of the financial statements of the current period. These matters were addressed in the context of
our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not pro
-
vide a separate opinion on these matters.
We have fulfilled the responsibilities described in the Auditor’s responsibilities for the audit of the
financial statements section of our report, including in relation to these matters. Accordingly, our audit
included the performance of procedures designed to respond to our assessment of the risks of material
misstatement of the financial statements. The results of our audit procedures, including the procedures
performed to address the matters below, provide the basis for our audit opinion on the accompanying
financial statements.
We have also addressed the risk of management override of internal controls. This includes con
-
sideration of whether there was evidence of management bias that represented a risk of material mis-
statement due to fraud.
(Translation of the Finnish original)
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Key Audit Matter How our audit addressed the Key Audit Matter
REVENUE RECOGNITION
We refer to the Group’s accounting policies and note 1
The Group’s revenue includes mainly sale of furniture and,
to a lesser extent, sale of services and leasing of furniture.
In furniture deliveries the Group fulfills its contractual
performance obligations at a point in time and the revenue is
recognized when control is transferred to a customer.
Revenue recognition is considered as a key audit matter
because revenues are a key performance measure which
could create an incentive for revenue to be recognized
prematurely. Revenue recognition was determined to be a key
audit matter and a significant risk of material misstatement
referred to in EU Regulation No 537/2014, point (c) of Article
10(2).
Our audit procedures to address the risk of material
misstatement in respect of revenue recognition included
among others:
• We assessed the appropriateness of the group’s
accounting policies over revenue recognition compared to
IFRS standards.
• We assessed the group’s processes and controls over
timing of revenue recognition.
• We tested the correct timing of revenue recognition by
using analytical procedures and transaction level testing.
Our procedures included data analytics, obtaining
external confirmations and transaction level testing
before and after the balance sheet date as well as
inspection of credit notes prepared after the balance
sheet date.
• We considered the appropriateness of the
• group’s disclosures in respect of revenues.
VALUATION OF SUBSIDIARY SHARES AND RECEIVABLE
AND GOODWILL IN PARENT COMPANY’S BALANCE SHEET
We refer to parent company’s accounting policies and notes
6, 10 and 12
As of balance sheet date December 31, 2022 the subsidiary
shares and receivable amounted to 14,8 M€ and goodwill to
0,7 M€. Together these compose 24 % of parent company’s
total assets and 51 % of parent company’s equity.
The management of the parent company prepares annually
impairment calculation for balance sheet value of the in-
vestments and goodwill based on their value in use. These
calculations include significant management judgements,
like forecasted revenue growth, EBITDA and discount rate
used in discounting cash flows. Based on the calculation the
goodwill of 4,7 M€ related to the Swedish business included
in the opening balance sheet was expensed in the financial
statements 2022.
This matter was also determined to be a significant risk
of material misstatement referred to in EU Regulation No
537/2014, point (c) of Article 10(2).
Our audit procedures to address the risk of material
misstatement in respect of valuation of subsidiary shares
and receivable and goodwill included among others:
• We assessed the basis and appropriateness of the
forecasts used in the impairment calculations, like
revenue growth, EBITDA and discount rate.
• We tested the mathematical accuracy of the calculations.
• We involved our valuation specialists to assist us in
evaluating the methodologies and assumptions in
relation to market and industry information.
Responsibilities of the Board of Directors and the Managing Director for
the Financial Statements
The Board of Directors and the Managing Director are responsible for the preparation of consolidated
financial statements that give a true and fair view in accordance with International Financial Reporting
Standards (IFRS) as adopted by the EU, and of financial statements that give a true and fair view in
accordance with the laws and regulations governing the preparation of financial statements in Finland
and comply with statutory requirements. The Board of Directors and the Managing Director are also re
-
sponsible for such internal control as they determine is necessary to enable the preparation of financial
statements that are free from material misstatement, whether due to fraud or error.
In preparing the financial statements, the Board of Directors and the Managing Director are responsible
for assessing the parent company’s and the group’s ability to continue as going concern, disclosing, as ap
-
plicable, matters relating to going concern and using the going concern basis of accounting. The financial
statements are prepared using the going concern basis of accounting unless there is an intention to liqui
-
date the parent company or the group or cease operations, or there is no realistic alternative but to do so.
Auditor’s Responsibilities for the Audit of the Financial Statements
Our objectives are to obtain reasonable assurance on whether the financial statements as a whole are
free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that in
-
cludes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an
audit conducted in accordance with good auditing practice will always detect a material misstatement
when it exists. Misstatements can arise from fraud or error and are considered material if, individually or
in aggregate, they could reasonably be expected to influence the economic decisions of users taken on
the basis of the financial statements.
As part of an audit in accordance with good auditing practice, we exercise professional judgment and
maintain professional skepticism throughout the audit. We also:
• Identify and assess the risks of material misstatement of the financial statements, whether due to
fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evi
-
dence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a
material misstatement resulting from fraud is higher than for one resulting from error, as fraud may in
-
volve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
• Obtain an understanding of internal control relevant to the audit in order to design audit proce
-
dures that are appropriate in the circumstances, but not for the purpose of expressing an opinion
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on the effectiveness of the parent company’s or the group’s internal control.
• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting es
-
timates and related disclosures made by management.
• Conclude on the appropriateness of the Board of Directors’ and the Managing Director’s use of the go
-
ing concern basis of accounting and based on the audit evidence obtained, whether a material uncer-
tainty exists related to events or conditions that may cast significant doubt on the parent company’s
or the group’s ability to continue as a going concern. If we conclude that a material uncertainty ex
-
ists, we are required to draw attention in our auditor’s report to the related disclosures in the financial
statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based
on the audit evidence obtained up to the date of our auditor’s report. However, future events or condi
-
tions may cause the parent company or the group to cease to continue as a going concern.
• Evaluate the overall presentation, structure and content of the financial statements, including the
disclosures, and whether the financial statements represent the underlying transactions and events
so that the financial statements give a true and fair view.
• Obtain sufficient appropriate audit evidence regarding the financial information of the entities or
business activities within the group to express an opinion on the consolidated financial statements.
We are responsible for the direction, supervision and performance of the group audit. We remain
solely responsible for our audit opinion.
We communicate with those charged with governance regarding, among other matters, the planned scope
and timing of the audit and significant audit findings, including any significant deficiencies in internal
control that we identify during our audit.
We also provide those charged with governance with a statement that we have complied with rel
-
evant ethical requirements regarding independence, and communicate with them all relationships and
other matters that may reasonably be thought to bear on our independence, and where applicable, relat
-
ed safeguards.
From the matters communicated with those charged with governance, we determine those matters
that were of most significance in the audit of the financial statements of the current period and are
therefore the key audit matters. We describe these matters in our auditor’s report unless law or regula
-
tion precludes public disclosure about the matter or when, in extremely rare circumstances, we determine
that a matter should not be communicated in our report because the adverse consequences of doing so
would reasonably be expected to outweigh the public interest benefits of such communication.
Other Reporting Requirements
INFORMATION ON OUR AUDIT ENGAGEMENT
We were first appointed as auditors by the Annual General Meeting on March 12, 2020, and our appointment
represents a total period of uninterrupted engagement of three years.
OTHER INFORMATION
The Board of Directors and the Managing Director are responsible for the other information. The other
information comprises the report of the Board of Directors and the information included in the Annual
Report but does not include the financial statements and our auditor’s report thereon. We have obtained
the report of the Board of Directors prior to the date of this auditor’s report, and the Annual Report is
expected to be made available to us after that date.
Our opinion on the financial statements does not cover the other information.
In connection with our audit of the financial statements, our responsibility is to read the other infor
-
mation identified above and, in doing so, consider whether the other information is materially inconsist-
ent with the financial statements or our knowledge obtained in the audit, or otherwise appears to be
materially misstated. With respect to report of the Board of Directors, our responsibility also includes
considering whether the report of the Board of Directors has been prepared in accordance with the ap
-
plicable laws and regulations.
In our opinion, the information in the report of the Board of Directors is consistent with the informa
-
tion in the financial statements and the report of the Board of Directors has been prepared in accord-
ance with the applicable laws and regulations.
If, based on the work we have performed on the other information that we obtained prior to the date
of this auditor’s report, we conclude that there is a material misstatement of this other information, we
are required to report that fact. We have nothing to report in this regard.
Helsinki 9.2.2023
Ernst & Young Oy
Authorized Public Accountant Firm
Osmo Valovirta, Authorized Public Accountant
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Corporate governance statement 2022
Governance
Martela Corporation is a Finnish limited liability company that is governed in its decision-making and
management by Finnish legislation, especially the Finnish Limited Liability Companies Act, by other reg
-
ulations concerning public listed companies, and by its Articles of Association.
The company complies with the NASDAQ OMX Guidelines for Insiders and the Finnish Corporate
Governance Code 2020 published by the Securities Market Association. Corporate Governance code is
available at www.cgfinland.fi/en/corporate-governance-code/. Martela complies with all of the Code’s
guidelines.
Organisation
The Group is managed according to both its operational organisation and legal Group organisation. The
Group’s management is based primarily on an operational matrix organisation.
In 2022 The Group was organised in units as:
• Sales, which is responsible for customer relationships, sales, workplace services.
• Operations, which is responsible for after-sales activities, including sourcing, production, remov
-
al services, product development, quality assurance, the research laboratory, planning of material
flows and logistics as well as environmental management.
• The Brand and Design, which is responsible for brand and product portfolio management and mar
-
keting.
• Design Studio, which is responsible for the planning and development of work and learning environ
-
ment projects.
• Business support, which is responsible for the Group’s financial planning and reporting, HR, inves
-
tor relations as well as IT and legal matters.
Annual general meeting
The General Meeting is the company’s supreme decision-making body. The Annual General Meeting must
be held within six months of the end of the financial year. The financial statements, Board of Directors’
report and the auditor’s report are presented at the Annual General Meeting. The Meeting decides on
the approval of the financial statements, use of the profit shown on the balance sheet, discharging the
members of the Board of Directors and the CEO from liability, the fees of the Board members and au
-
ditors and the number of members on the Board. The General Meeting also elects the Directors of the
Board and the auditor. Other matters on the agenda of the General Meeting are mentioned in the notice
of meeting.
Shares
Martela has two share series (‘K shares’ and ‘A shares’), with each K share entitling its holder to 20 votes
at a General Meeting and each A share entitling its holder to one vote. The redeeming of K shares is re
-
ferred to in the Articles of Association. Private owners of K shares have a valid shareholder agreement
that restricts the sale of these shares to other than existing holders of K shares. The company’s total
share capital on 31 December 2022 was EUR 7 million.
Board of directors
The Board of Directors, elected by the Annual General Meeting each year, is responsible for the manage-
ment and proper arrangement of the operations of the company in compliance with the Limited Liability
Companies Act and the Articles of Association.
Preparations concerning the composition of the Board of Directors are carried out by the principal
shareholders, who propose Board candidates to the Annual General Meeting based on their preparato
-
ry work. In accordance with the Articles of Association, the Board of Directors consists of no less than
five and no more than nine members. There may be no more than two deputy members. The Board of
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Directors elects from among its members a Chairman and Vice Chairman to serve until the end of the
next Annual General Meeting.
According to the principles of the Board diversity, the members of the Board of Directors must have
sufficient and complementary experience and expertise in Martela’s most important business sectors and
markets. The Board must have both sexes and a diverse age distribution. Board members should have
sufficiently diverse professional and educational background, strategy development and implementation
skills, economic expertise, experience in managing companies at various stages of development, innova
-
tion, decision-making and questioning skills, and sufficient time for working in the board. The achievement
and development of diversity in reaching the goals is assessed in the Board Self-Evaluation Discussion.
The Board has confirmed a Charter defining the duties of the Board, meeting practices, the matters
to be dealt with at meetings, the targets set by the Board for its operations, a self-evaluation of these
operations, and the Board’s committees.
In addition to the duties mentioned in the Limited Liability Companies Act and the Articles of Asso
-
ciation, the Board of Directors is responsible for:
• deciding on the Group strategy
• deciding on the Group structure
• approving financial statements, interim financial statements and interim reports
• approving the Group’s operating plans, budgets, major investments and donations
• deciding on business expansion and reduction, acquisitions and divestments
• deciding on the Risk management policy and principles of the internal control
• deciding on dividend policy and make a proposal to the Annual General Meeting on the amount of
dividend to be paid
• deciding on the Treasury policy
• approving and dismissing the CEO and to decide on his salary
• authorising the Remuneration Committee to decide on the appointments and remuneration of the
members of the Group Management Team and the general principles of the Group’s performance
bonus scheme
• deciding on Management’s share-based incentive schemes
• regularly approving and revising corporate governance principles and internal policies
• annually approving the company’s internal control and risk management principles and addressing
the most significant risks and uncertainties associated with the company’s operations
• appointing board committees and deciding on their reporting
• accepting stock exchange releases related to the Board’s decisions
• confirming the principles of the Board diversity
• the other statutory provisions of the Limited Liability Companies Act, the Corporate Governance
Code or elsewhere
The Board of Directors consisted of following members:
• Johan Mild, chairman of the Board, born 1974, .M.Sc. Accounting, CEO of Remeo Oy. Does not own any
company shares
• Hanna Mattila, born 1972, D. Sc (Tech), Associate Professor Aalborg University, owns 1 600 Martela
Oyj K -shares
• Eero Martela, born 1984, M.Sc Tech., GM Finland Columbia Road Oy, owns 6 710 Martela Oyj A -shares
ja 940 K -shares
• Jan Mattsson, born 1966 M.Sc, Architecture, CEO and partner Tengbom Ab, owns 6 759 Martela Oyj A
-shares
• Katariina Mellström, born 1962, M. Sc,Economy, owner of IMM Consulting Ab, Does not own any com
-
pany shares
• Anni Vepsäläinen, born 1963, M.Sc Tech., CEO of Suomen Messut Osuuskunta, owns 2 000 Martela
Oyj A -shares
The Board convened twelwe times during the financial year. The average attendance of the Board mem
-
bers was 99 per cent.
The Board reviews its own activities annually, either by self-assessment or assessment made by an
external consultant. In both cases a summary of the evaluations is jointly discussed at a Board meeting.
The Board has evaluated the independence of its members and determined that Minna Andersson,
Eero Martela, Jan Mattsson, Katarina Mellström, Johan Mild and Anni Vepsäläinen are independent of
the company. Of the company’s largest shareholders Jan Mattsson, Katarina Mellström, Johan Mild and
Anni Vepsäläinen are independent members of the Board.
The Board has formed from among its members a Human Resource and Rewarding Committee and
an Audit Committee, which both have written Charters.
According to the Charter, the key duties of the Human Resource and Rewarding Committee include:
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• deciding, with authorisation from the Board, on the remuneration issues and annual performance bo-
nuses of the CEO and the Group Management Team as well as general principles for the Group’s per-
formance bonus scheme for the entire personnel
• preparing for the Board the structure, criteria and target levels of the long-term incentive plans for
key personnel
• processing the appointments of the CEO and Group Management Team members, deputy arrange
-
ments and successor issues.
The Compensation Committee also handles remuneration statements in connection with the financial
statements.
The Board’s Human Resource and Rewarding Committee comprises Johan Mild, Jan Mattsson and
Katarina Mellström.
The Committee convened two times during the financial year. The average attendance of the Com
-
mittee members was 100 per cent.
According to the Charter, the key duties of the Audit Committee include:
• monitoring the financial reporting and interim report processes,
• supervising the financial reporting process,
• monitoring the company’s financial condition,
• monitoring the adequacy and effectiveness of the company’s internal control and risk management
systems,
• processing the description of the internal control and risk management systems related to the finan
-
cial reporting process included in the Corporate Governance Statement,
• monitoring the statutory audit of the financial statements and the consolidated financial statements,
• observing, together with the auditors and the management of the company, the findings of the au
-
diting carried out and the possible difficulties in carrying out the audit,
• assessing the independence of the auditor or the audit firm, and in particular the provision of ancil
-
lary services to the company,
• evaluating the fees charged on auditing and ancillary services and their criteria,
• preparing a proposal for a decision on the election of the auditor,
• assessing the compliance process with laws and regulations and respect for ethical principles in
the organisation,
• conducting reports on the company’s most significant legal and regulatory procedures
The Board’s Audit Committee comprises Anni Vepsäläinen, Eero Martela and Hanna Mattila.
The Committee convened four times during the financial year. The average attendance of the Commit
-
tee members was 100 per cent.
The secretary of the Board of Directors is a lawyer from the same company from where other legal
services is provided to the Group. The Chairman of the Board is in direct contact with the CFO as nec
-
essary and regularly with the Company’s auditor.
CEO
The Board appoints Martela Corporation’s CEO and decides on the terms and conditions of his service
relationship, which are defined in a written CEO’s service contract. The CEO is responsible for the oper
-
ational management and supervision of the parent company and the Group according to the guidelines
set by the Board. Company CEO is Ville Taipale, born 1971, M.Sc Tech., owns 38 532 Martela Oyj A -shares.
Group management team
The Board of Directors and the CEO appoints the members of the Group Management Team. The CEO
of Martela Corporation acts as the Chairman of the Group Management Team. The directors responsible
for the units and processes are also represented in the Group Management Team. The Group Manage
-
ment Team drafts and reviews strategies, budgets and investment proposals and monitors the financial
situation of the Group and its business areas and processes and the attainment of operational targets
and plans. The Group Management Team meets once a month.
Group Management Team consisted of following members led by Group CEO:
• Kalle Lehtonen responsible for Business Support -unit (owns 39 532 Martela Oyj A -shares)
• Johan Westerlund responsible for Sales -unit (owns 21 038 Martela Oyj A -shares)
• Kalle Sulkanen responsible for Operations -unit (owns 11 574 Martela Oyj A -shares)
• Kari Leino responsible for Brand & Design -unit (owns 5 260 Martela Oyj A shares)
• Eeva Terävä responsible for Design Studio -unit (owns 18 315 Martela Oyj A -shares)
Financial reporting in the group
Martela Corporation’s Board of Directors is provided with monthly reports on the financial performance
and forecasts of the Group. The reports and forecasts are also presented by the CEO at Board meetings,
where they are reviewed.
The Group Management Team meets about once a month to evaluate the financial performance, out
-
look and risks of the Group.
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Auditing
The auditing of Group companies is carried out in accordance with the valid laws in each country and
each company’s Articles of Association. The principally responsible auditor of the parent company co-or
-
dinates the auditing of the Group’s subsidiaries together with the Group’s CEO and CFO. The auditors
of Martela Corporation and the Group are the authorised public accountants Ernst & Young, with Osmo
Valovirta, Authorised Public Accountant, as the principally responsible auditor. All the auditors of the
Group’s companies are in the Ernst & Young chain.
Internal control
The reliability of financial reporting is one of the principal objectives of Martela Corporation’s internal
control. The CEO is responsible for the operational management and supervision of the Group according
to the guidelines set by the Board.
Martela’s strategy is updated and its targets defined on an annual basis. Strategic planning forms the
basis of all planning at Martela and is carried out on a rolling basis for the forthcoming period of 2–3
years. Target setting is an internal control prerequisite because the targets of the companies, business
areas, functions and supervisors are derived from Group-level targets. For each business area, specific
financial and non-financial targets are set in accordance with the business plan, and their attainment is
monitored regularly through comprehensive reporting to executive management, for example.
The CFO has overall responsibility for financial reporting in the Group. Reporting to executive man
-
agement is carried out separately and independently of business operations. Controllers and financial
managers (controller function) are responsible for Group, company and other financial reporting. At Mar
-
tela, financial reporting is carried out in compliance with guidelines, laws and regulations in a consistent
manner throughout the Group. The reliability of financial reporting depends on the appropriateness and
reliability of financial and reporting processes and on the control measures taken to ensure these. In
2022, the internal control focused on sales, quote to cash processes and management of working capital.
The CFO is responsible for the maintenance and development of reporting processes and defining
and implementing control measures. Control measures include guidelines, matching, management reviews
and reporting on deviations. The CFO monitors compliance with defined processes and controls. He also
monitors the reliability of financial reporting.
The Board of Directors approves Martela’s strategy and annual operating plans. It also approves the
principles and rules of risk management, and monitors on a regular basis the effectiveness and sufficien
-
cy of the internal control and risk management. Furthermore, the Board is responsible for the internal
control of the financial reporting process.
Auditors and other external controllers assess the control measures in terms of the reliability of fi
-
nancial reporting.
Risk management and internal audit
Martela’s Board of Directors has confirmed the principles of risk management. The purpose of risk
management is to identify, monitor and manage risks that could pose a threat to business and to the
achievement of business objectives. Group management has supreme operational responsibility for risk
management policy.
In the Group, risks are analysed and decisions are made to manage these risks as a part of the reg
-
ular monitoring carried out by the Board and the management teams as described above. Risks are also
evaluated when planning and making decisions on significant projects and investments. Risk manage
-
ment is integrated with the strategy process as a separate stage of analysis. There is no separate risk
management organisation, but the associated responsibilities are assigned in line with the rest of the
business operations and organisation. The company’s Board of Directors has included an annual review
of risk management in its schedule of work.
Taking into consideration the nature and scope of Martela’s business, the company has not consid
-
ered it appropriate to form a separate internal audit function. The internal control is carried out in the
form of controls in business processes, and the company will either make its own or, if necessary, con
-
duct separate internal audit reports with external experts.
Risks
In accordance with Martela’s risk management model, risks are classified and prepared for in different
ways. The manufacture of Martela’s products is largely based on the company performing the final as
-
sembly and using subcontractors for components. Production control is based on orders placed by cus-
tomers, which means that there is no need for any large-scale warehousing. Risks of damage are covered
by appropriate insurance policies, and these provide comprehensive coverage for property, business in
-
terruption, supplier interruption loss and loss liability risks. Martela uses the services of an external in-
surance broker to manage insurance matters. The services of an external partner are also used in legal
matters. The responsibility perspectives regarding the supply chain are discussed as part of the annual
responsibility report. Finance risks are discussed in the notes to the financial statements.
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Management remuneration, benefits and incentive plans
Information on the effect of management remuneration and the share-based incentive plan on the result
for the year can be found in the notes of the financial statements and on the company’s website.
Principles regarding related party transactions
Martela Oyj follows the recommendations of the Corporate Governance Code 2020 issued by the Securi-
ties Market Association. The Company’s related party transactions policy is adopted by the board of di-
rectors that also has the monitoring and supervision responsibility regarding related party transactions.
The up-to-datedness of the related party list is monitored at least on an annual basis. The chief fi
-
nancial officer of the Company is responsible for determining the related parties of the Company and
maintaining the related party list.
Insider administration
Martela complies with the Guidelines for Insiders issued by Nasdaq Helsinki Ltd. In addition, Martela’s
Board of Directors has confirmed specific insider guidelines for the company to complement Nasdaq
Helsinki Ltd’s Guidelines for Insiders.
The company has defined as permanent insiders persons who work at Martela Group and who have
access to all inside information concerning Martela due to their position or task. The information in the
permanent insider list is not public. In addition to the permanent insider list, non-public project-specific
insider lists shall be established, if necessary, as defined in Nasdaq Helsinki Ltd’s Guidelines for Insiders.
Permanent insiders are not entered into the project-specific insider lists.
The persons discharging managerial responsibilities, other permanent insiders and persons partici
-
pating in preparing of financial reports of the company must not trade in Martela’s financial instruments
prior to the publication of an interim report and financial statement release of the company. The length
of the closed period is 30 days at Martela.
Martela discloses inside information that directly concerns Martela or its financial instrument as
soon as possible, unless the conditions for delay of disclosure of inside information are met. Martela
has defined an internal process in order to evaluate and disclose the inside information and to monitor
and evaluate the duration and the conditions for the delay. Martela continuously monitors the situation
to ensure that the conditions for the delay are met and the company has the ability to publicly disclose
the information immediately in the case of a data leakage.
In accordance with MAR, Martela has an obligation to disclose transactions with Martela’s financial
instruments conducted by persons discharging managerial responsibilities at the company and persons
closely associated with them.
The obligation to disclose transactions applies to the following persons discharging managerial
responsibilities at Martela:
• Members of Martela’s Board of Directors and CEO, and
• Members of Martela Group’s Management Team.
Transactions between companies in the Martela Group conducted by persons discharging managerial
responsibilities at Martela and persons closely associated with them are monitored. In 2022 there were
no material related party transactions.
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Board of Directors
Eero Martela
BOARD MEMBER
Born in 1984, M.Sc. (Tech.)
Member of the Board since 2015.
Other key duties:
General Manager, Finland, Columbia Road Oy
Owns 6,710 Martela Oyj A shares and
940 K shares.
Hanna Mattila
BOARD MEMBER
Born in 1972, D.Sc. (Tech.)
Member of the Board since 2022.
Other key duties:
Associate Professor, Aalborg University, Denmark
Visiting Professor, Aalto University, Finland
Owns 1,600 Martela Oyj K shares.
Johan Mild
CHAIRMAN OF THE BOARD
Born in 1974, M.Sc. (Accounting)
Member of the Board since 2020,
Chairman of the Board since 2021.
Other key duties:
CEO, Remeo Oy
Member of the Board, Finnish
Environmental Industries (YTP)
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Anni Vepsäläinen
BOARD MEMBER
Born in 1963, M.Sc. (Tech.)
Member of the Board since 2016.
Other key duties:
Member of the Board, Cinia Oy
Managing Director, Finnish Fair Corporation
Chairman of the Board, Helsinki Region Chamber
of Commerce
Member of the Board, Finnish Chamber of
Commerce
Owns 2,000 Martela Oyj A shares.
Jan Mattsson
BOARD MEMBER
Born in 1966, M.Sc. (Architecture),
KHT Royal Institute of Technology
Member of the Board since 2019.
Other key duties:
CEO and partner, Tengbomgruppen AB
Chairman of the Board, Tengbom Oy
Chairman of the Board, MAF Arkitektkontor AB
Owns 6,759 Martela Oyj A shares.
Katarina Mellström
BOARD MEMBER
Born in 1962, M.Sc. (Econ.)
Member of the Board since 2018.
Other key duties:
Owner, IMM Consulting AB
Chairman of the board, Sizes
Member of the Board, Vectura AB
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Management team
Kalle Lehtonen
CHIEF FINANCIAL OFFICER (CFO)
Born: 1974
Education: M.Sc. (Econ.)
Area of responsibility: Group Finance, Investor Relations, Legal Affairs,
HR and IT. CFO and a member of the management team since 2018.
Other key duties:
Tantalus Rare Earths AG, CFO, 2013–2018
Ruukki Group Oyj, CFO, 2012–2013
Ruukki Group Oyj, Wood Processing Division, CFO, 2009–2012
Aldata Solution Oyj, Group Controller, 2003–2008
ABB Oy, managerial positions in financial administration, 1998–2003
Owns 39,532 Martela Oyj A shares.
Ville Taipale
CHIEF EXECUTIVE OFFICER (CEO)
Born: 1971
Education: M.Sc.
Joined the company and has been a member of
the management team since 2018, the CEO since
2021.
Other key duties:
Martela Oyj, Vice President, Operations,
2018–2021
Patria Land Systems Oy, Vice President,
Sourcing and Logistics, 2015–2018
Componenta Oyj, Vice President,
Sourcing and Procurement, 2010–2015
Fiskars Oyj, Director, Sourcing Unit, 2007–2010
Nokia Oyj, Supply chain management and
development positions, 1998–2007
VTT, Researcher, 1997–1998
Owns 38,532 Martela Oyj A shares.
Eeva Terävä
VP, DESIGN STUDIO
Born: 1983
Education: M.Sc. (Regional Science) & Bachelor of Culture and Arts (Inte
-
rior Architecture)
Area of responsibility: Design & Development Services of Work and Learn
-
ing Environments. Joined the company in 2016, a member of the manage-
ment team since 2021.
Other key duties:
Martela Oyj, Head of Workplace development, 2018–2021
Martela Oyj, Workplace Specialist, 2016–2018
Ramboll Management Consulting Oy, different roles in research and devel
-
opment projects, and project management, 2009–2016
Owns 18,315 Martela Oyj A shares.
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Kalle Sulkanen
VP, OPERATIONS
Born: 1978
Education: M.Sc. (Tech.)
Area of responsibility: Group Sourcing, Production, Removal Servic
-
es, Product Development, Sustainability, Logistics and Quality Control.
Joined the company and a member of the management team since 2022.
Other key duties:
Peab AB, Head of Procurement, 2020–2022
YIT Oyj, Procurement Director, 2019–2020
AB Enzymes GmbH / Roal Oy, Head of Procurement, 2017–2019
Componenta Oyj, Sourcing Director and managerial positions, 2011–2017
Nokia Oyj, Development Manager positions in supply chain, 2001–2011
Owns 11,574 Martela Oyj A shares.
Kari Leino
VP, BRAND & DESIGN
Born: 1965
Education: IDBMpro
Area of responsibility: Group Marketing and
Product Design.
Joined the company in 1987, a member of the
management team since 2021.
Other key duties:
Martela Oyj, Product & Design Director, 2016–
2021
Martela Oyj, Offering Manager, 2002–2016
P. O. Korhonen Oy, Sales & Marketing, 1997–2002
Martela Oyj, Sales, 1987–1997
Owns 5,260 Martela Oyj A shares.
Johan Westerlund
VP, SALES
Born: 1975
Education: M.Sc. (Econ.)
Area of responsibility: Group Customers, Sales in Finland, Sweden, Norway and International Dealer Network.
Joined the company and member of management team since 2017.
Other key duties:
Ricchetti Group S.p.a, Managing Director Nordics, 2015-2017
Pukkila Oy, CEO, 2012–2015
Newtop Oy, CFO, 2010–2012
BearingPoint Oy, Management consultant, 2003–2010
Kraft Foods, Economy and Business Controller positions, 2000–2003
Owns 21,038 Martela Oyj A shares.
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Information for shareholders
Annual General Meeting
The Annual General Meeting of Martela Oyj will be held on Thursday 29 March 2023 at 3 p.m. at Töölön-
lahdenkatu 2, 00100 Helsinki.
A shareholder, who has the right to participate in the Annual General Meeting and whose shares are
registered on his/her Finnish book-entry account, may participate in the Annual General Meeting by way
of remote access. Shareholder participating via remote access to the Annual General Meeting has voting
right and speaking right during the Annual General Meeting. Instructions for shareholders are presented
in this notice under section C. (Instructions for the participants in the General Meeting) and on the Com
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pany’s website www.martela.com/about-us/about-martela/investors.
The names of shareholders wishing to attend the meeting should be entered in the share-holder
register at Euroclear Finland Ltd no later than 17 March 2023 and the shareholder should register by
email to agm@innovatics.fi, by post to Innovatics Oy, Yhtiökokous / Martela Oyj, Ratamestarinkatu 13
A, 00520 Helsinki, or on the internet site of the Corporation
https://www.martela.com/about-us/about-martela/investors no later than March 22, 2023 at 4 p.m.
Payment of dividends
The Board of Directors proposes to the Annual General Meeting that a dividend of EUR 0.10 per share
will be distributed for the financial year 1 January 2022–31 December 2022.
Publication of financial information
Martela Corporation’s financial information in 2023 will be published as follows:
• January–March (Q1) Financial Review on Friday May 5, 2023
• January–June (H1) Half-Year Report on Friday August 11, 2023
• January–September (Q3) Financial Review on Friday November 10, 2023
Financial reports are available in Finnish and English on the company’s website (www.martela.com/fi and
www.martela.com). Annual reports are available on the company’s website in pdf format. After pub
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lished, stock exchange releases are available on the company’s website, where you can find all stock
exchange releases in chronological order.
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MARTELA ANNUAL REPORT 2022
Martela 2022
CEO’s review
Operating environment Financial statements Governance
Miestentie 1
02150 Espoo
Tel. +358 10 345 50
www.martela.com
Kidex Oy
Savikontie 25
82500 Kitee
Tel. +358 10 345 7211
www.kidex.fi
Muuttopalvelu Grundell Oy
Tikkurilantie 146
01530 Vantaa
Tel. +358 10 480 4200
www.martela.com/fi/palvelut/
toteutuspalvelut/muuttopalvelut
SWEDEN
Martela AB
Storgatan 49A
57132 Nässjö
Tel. +46 380 37 19 00
www.martela.com/sv
NORWAY
Martela AS
Drammensveien 130
0277 Oslo
Tel. +47 23 28 38 50
www.martela.com/no
POLAND
Martela Sp. z o.o.
ul Geodetów 156
05-500 Józefosław
www.martela.com
Contacts