Annual Report
2024
MARTELA ANNUAL REPORT 2024 2
MARTELA 2024 CEO’S REVIEW OPERATING ENVIRONMENT FINANCIAL STATEMENTS GOVERNANCE
Martela in brief ………………………………………………………………………3
Martela 2024 ……………………………………………………………………………4
Highlights of 2024 ………………………………………………………………… 5
CEO’s review ……………………………………………………………………………6
Strategy ……………………………………………………………………………………… 8
Operating environment ……………………………………………………… 9
Board of Director’s Report ……………………………………………… 12
Financial Statements ………………………………………………………… 19
Auditor’s report …………………………………………………………………… 56
Independent Auditor’s report on the ESEF
consolidated financial statements Martela Oyj …… 59
Corporate governance statement ……………………………… 61
Board of Directors ……………………………………………………………… 65
Management team ……………………………………………………………… 67
Information for shareholders ………………………………………… 69
Contents
MARTELA ANNUAL REPORT 2024 3
MARTELA 2024 CEO’S REVIEW OPERATING ENVIRONMENT FINANCIAL STATEMENTS GOVERNANCE
Martela is a Nordic leader specialising in user-
centric working and learning environments. We
create the best places to work and support
our customers’ 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
facilities are located in Finland and Poland. In 2024,
the Martela Group’s revenue was EUR 86.7 million
and it employed an average of 372 employees.
Martela
in brief
MARTELA ANNUAL REPORT 2024 4
MARTELA 2024 CEO’S REVIEW OPERATING ENVIRONMENT FINANCIAL STATEMENTS GOVERNANCE
Unfavourable market situation
in the industry continued, and
organisational decision-making
was cautious, with some office
development projects being
postponed to future years.
Year 2024
Office property occupancy rates were
at a lower level in all of Martela’s
main market areas, and export
sales were affected by customers’
increased inventory levels.
Martela’s deliveries decreased
compared to the previous year, and the
competitive situation in the shrinking
market weakened margins and
profitability.
In Finland, sales of removal and
installation services decreased
slightly, while the share of the
revenue of the Workplace as a
Service model increased.
Sales to companies and government
sector in Finland remained stable in a
challenging market.
Martela invested in its strategic
focus areas to ensure growth and
profitability in the future.
Martela improved the customer experience by developing its digital services
in particular and strengthened its ability to utilise the circular economy model
and produce even more sustainable products and services.
REVENUE
(EUR MILLION)
86.7
OPERATING PROFIT
(EUR MILLION)
-6.5
PERSONNEL
(AVERAGE)
372
REVENUE BY COUNTRY
(EUR MILLION)
TOTAL
86.7
0
10
20
30
2022 2023 2024
EQUITY RATIO (%)
Finland 66,2 Sweden 8,6
Norway 4,8 Other 7,1
MARTELA ANNUAL REPORT 2024 5
MARTELA 2024 CEO’S REVIEW OPERATING ENVIRONMENT FINANCIAL STATEMENTS GOVERNANCE
Highlights
of 2024
MARTELA LEADING THE
HYBRID WORK TRANSITION
Finland leads Europe in
remote work, and its impacts
on organisational culture and
work practices are widely
discussed. Companies are now
investing in the quality of
the interior as the importance
of working in the office is
increasing. Martela has been
actively building dialogue
on work environments
among various stakeholders
at numerous events and
has provided design and
consultancy services for over
400 assignments in 2024.
READ MORE
SOLUTIONS FOR RENEWED
ENVIRONMENTS FOR
COLLABORATION AND
MEETINGS
Martela was selected as the
loose furniture supplier for the
Helsinki Chamber of Commerce
when new workspaces were
designed for the chamber.
Active dialogue between the
client, designer, and Martela
enabled close cooperation,
resulting in the best possible
solutions for the intended use
of the spaces, from supplying
new furniture to maintaining
and refurbishing used furniture.
READ MORE
AGAIN ECOVADIS
GOLD RATING FOR
SUSTAINABILITY
EcoVadis, the world’s most
trusted provider of business
sustainability ratings, awarded
Martela a gold medal in its
2024 assessment. With this
gold medal, Martela ranks
in the top five per cent of
all companies assessed by
EcoVadis. The ratings provide
evidence-based analysis of
a company’s performance
and a practical roadmap for
continuous improvement.
READ MORE
FURNITURE FOR EVOLVING
DEMANDS AT XAMK’S KOTKA
CAMPUS
A key principle for the new
building project at South-
Eastern Finland University of
Applied Sciences was flexibility;
the spaces needed to be
adaptable to meet the evolving
demands of the future. Martela’s
extensive product range met
the needs of the project and
designers – a diverse, curated
selection that allowed for
the cohesive, architecturally
harmonious setup. Along
with compatibility across the
furniture families, feedback from
the students and personnel
on test furniture played a role in
the selection process.
READ MORE
BEST CORPORATE IMAGE
IN NATIONAL SURVEY
In the nationwide Work
Life Decision Makers (TEP,
Työelämän päättäjät)
survey commissioned by
Taloustutkimus Oy, decision
makers rate major Finnish
companies from various
industries. A total of 150
different companies from
eleven different industries were
evaluated in the TEP 2024
survey. Martela received the
best overall rating* in its sector
and Martela’s recommendation
index (NPS, Net Promoter
Score) was also the highest.
This is the 10th time in a row
that Martela has achieved first
place in the overall rating!
READ MORE
MARTELA ANNUAL REPORT 2024 6
MARTELA 2024 CEO’S REVIEW OPERATING ENVIRONMENT FINANCIAL STATEMENTS GOVERNANCE
Improving end of the year
after a quiet start
The year 2024 was extremely challenging due to
an unfavourable market situation. Weak economic
development in the Nordic countries combined with
uncertainty in interest rate trends caused caution
in organisations’ procurement decisions, leading to
several projects being postponed to future years.
Employment development was weak, especially
in Finland and Sweden, and occupancy rates in
the office property market were relatively low. In
addition, customers’ increased inventory levels
decreased export sales.
During the latter part of the year, market demand
increased after a quiet start. In the second half of
the year, Martela’s new orders increased by 19 per
cent compared to the same period the previous year.
Due to the weak performance in the first half of the
year, new orders for the entire year 2024 grew by
only 2 per cent compared to the previous year.
In the second half of the year, we won several
significant office development projects.
For 2025, we expect a slight strengthening of
demand due to increased pent-up demand. The need
for workplace changes arises as ways of working
evolve. Meeting this need will also increase demand
for Martela’s services and furniture in the future.
Working environments are being further modified to
meet the needs of multi-location hybrid work, with a
focus on their functionality and attractiveness. The
upcoming economic recovery in key market areas is
expected to strengthen organisations’ willingness to
invest in office environment. The importance of on-
site working for the competitiveness and operations
of organisations is widely recognised in key market
areas, but it is likely that the relative share of
remote work in the Nordic countries will remain
higher than in Central Europe in the coming years.
Profitability put to the test
Our revenue decreased by 8.2 per cent to €86.7
million, and our operating result was a loss of
€6.5 million. The result for 2024 was particularly
burdened by the low level of revenue and the tight
competitive situation in the market leading in
weaker margin levels in the second half of the year.
Additionally, profitability in the early part of the
year was affected by labour market disruptions
in Finland and structural changes implemented in
Finland, Sweden and Norway, which temporarily
reduced operational efficiency and caused
additional costs. We achieved our efficiency and
savings targets in the second half of the year, but
due to the weak market framework, the structural
changes were not sufficient to turn the second half
of the year into a profitable one. We have responded
to the weak market situation by announcing plans
for new efficiency measures in early 2025. There is
still uncertainty related to market development, and
therefore we must continue to adjust our cost levels
to the prevailing circumstances.
The structural organisational changes and
efficiency improvements in early 2024 were mainly
implemented during the first quarter, and at the
same time, we naturally aimed to strengthen
Martela’s customer service experience.
In 2024, both domestic sales and especially
export sales declined. Our removal and installation
MARTELA ANNUAL REPORT 2024 7
MARTELA 2024 CEO’S REVIEW OPERATING ENVIRONMENT FINANCIAL STATEMENTS GOVERNANCE
service sales remained at the previous year’s level,
and our unique Workplace as a Service (WaaS)
model increased its share of our revenue. In Finland,
our sales to companies and the government sector
remained stable compared to the market and
decreased slightly in the municipal and school
sectors. Our export level was lower than the
previous year in both other Nordic countries and
Central Europe. This was partly due to the some
customers’ increased inventory levels.
We continue to concentrate on
the focus areas of our strategy
Despite the challenging market situation, the year
was a time of strong development at Martela. We
invested in our strategic focus areas to ensure long-
term growth and profitability in the future.
We strengthened our leadership in utilising the
circular economy by joining the Nordic Circular
Design Program, and this development work will be
reflected in even more sustainably manufactured
products and lifecycle services for our customers.
Sustainability has been part of Martela’s operations
throughout our history. We strive to create
sustainable and durable products that withstand
the test of time from both design perspective and
technical endurance. Our entire business model
is based on the lifecycle thinking of the work
environment, where sustainability is taken into
account at every stage, and the circular economy
plays a crucial role. I am proud that the results of a
decade of sustainability work were rated worthy of
the EcoVadis Gold rating in 2024.
The emphasis on utilising the circular economy
model has further accelerated the demand and
recognition of our Workplace as a Service (WaaS)
model.
Investing in the customer experience has always
been important to Martela. In the nationwide Work
Life Decision Makers (TEP, Työelämän päättäjät)
survey commissioned by Taloustutkimus Oy, decision
makers rate major Finnish companies in various
industries. In 2024, Martela received the best
overall rating in its sector and also had the highest
Net Promoter Score (NPS) among all surveyed
companies in the sector. Martela achieved the first
place in the overall rating for the 10th consecutive
time! This indicates that we have been able to
support organisations in the right way during the
significant changes in working life. A warm thank you
to our customers for their trust and to all Martela
employees and partners for their excellent work!
Priorities for 2025
In the coming year, we will focus strongly on
improving profitability and cash flow. On January
3, 2025, we announced the start of a new planning
process aimed at improving efficiency and
profitability, and concrete results are expected
already in the first half of 2025.
We will continue to invest in active customer
work and to work closely with our value chain
partners. We will continue to develop our service
channels and maintain our circular economy service
model and the offering of the sustainably designed
products.
I sincerely thank Martela’s staff for a busy year!
The year was much more challenging than expected,
but our investments in business development and
the positive feedback received from customers
create confidence in the future. The work for the
best working environments continues.
Ville Taipale
CEO
MARTELA ANNUAL REPORT 2024 8
MARTELA 2024 CEO’S REVIEW OPERATING ENVIRONMENT FINANCIAL STATEMENTS GOVERNANCE
Martela’s existence is based on the fact that we are
experts in creating a better work culture and our
task is to create user-centric work environments.
Our strategy is based on a strong understanding of
the needs and problematic areas of organisations
and the trends in the way of working.
Our updated vision “We create the best places
to work” emphasises the constantly changing ways
of working and the diversity of work environments,
from offices to home offices and other places
where work is done. Our strategy “We support
our customers’ business with Martela Lifecycle
solutions” combines furniture and related services
into a seamless whole. Martela’s high-quality and
timeless design enable a long lifecycle for products.
The furniture selection is constantly optimised to
support multi-location work.
Strategy
VISION
We Create the Best
Places to Work
STRATEGY
We support our customers’
business with Martela
Lifecycle solutions
MARTELA ANNUAL REPORT 2024 9
MARTELA 2024 CEO’S REVIEW OPERATING ENVIRONMENT FINANCIAL STATEMENTS GOVERNANCE
Operating environment
Economic development and
market situation
In 2024, economic development in the Nordic
countries and Europe remained modest. Although
inflation slowed and interest rates began to fall,
companies were cautious with their investments.
This was reflected in the office space market
and furniture acquisitions, where there was even
stronger emphasis on flexibility, cost-efficiency
and sustainability. The weak market situation in
the industry also increased price competition and
lowered average sales margins.
The geopolitical situation remained unstable,
creating uncertainty about the availability and
price development of raw materials. On the other
hand, energy price fluctuations and supply chain
disruptions decreased, which stabilised production
costs. The changes in the way people work
continued, and companies reassessed their office
space needs with new criteria.
There was still demand for Martela’s change and
furniture services as companies and organisations
adapted their work environments to meet the needs
of hybrid work. The focus on customer-oriented,
sustainable, and flexible solutions strengthened the
company’s position in the market.
Office space market and changes in work
Changes in ways of working were clearly visible
in the development of office spaces in 2024.
Companies focused on optimising their office
spaces and increasingly adopted the hybrid work
model, where workdays are divided between the
office, remote work, and shared spaces. Space
efficiency and comfort became key selection criteria.
Office spaces were reduced in size, but
investment was made in its quality and functionality.
The demand for Martela’s solutions grew,
particularly for adaptable and ergonomic work
environments. Special solutions were still needed
for work requiring concentration, teamwork,
and creative encounters, and the office’s role in
strengthening collaboration and corporate culture
remained.
Sustainability and circular economy
guided choices
In 2024, companies placed even greater emphasis
on sustainability and the circular economy in office
space design. The EU’s tightening regulations and
companies’ sustainability reporting obligations
encouraged organisations to choose sustainable and
recyclable furniture and services based on lifecycle
thinking.
Martela has invested in sustainability for
decades, and the company’s business model
is based on the circular economy and lifecycle
thinking. The Workplace as a Service (WaaS) model
meets companies’ needs to extend the lifecycle of
furniture and reduce the challenges associated with
ownership. The Martela Outlet chain enables the
easy acquisition of used and refurbished furniture
and supports the sensible use of resources.
High-quality design and
customer experience
Martela’s furniture is designed to withstand time
and use. In 2024, the importance of sustainable
and timeless design was further emphasised as
companies invested in long-lasting and versatile
furniture solutions. To ensure safety and durability,
Martela’s products are tested according to European
EN standards in an accredited testing laboratory
before being introduced to market.
Customer experience remained a key competitive
factor, and digital services became an increasingly
important part of the procurement process. The
development of e-commerce and digital design
services enabled a smoother customer experience.
The focus on services and listening to customers’
needs paid off. Martela achieved the highest
customer satisfaction in its industry for the 10th
consecutive time in Work Life Decision Makers
(TEP, Työelämän päättäjät) survey commissioned by
Taloustutkimus Oy.
MARTELA ANNUAL REPORT 2024 10
MARTELA 2024 CEO’S REVIEW OPERATING ENVIRONMENT FINANCIAL STATEMENTS GOVERNANCE
MARTELA’S FURNITURE IN SSAB
RAAHE’S MODERN PREMISES
Industrial group SSAB constructed
a new 7,800 square metre building
at its Raahe production site,
housing office spaces and a
research centre with laboratories.
The design of the spaces was
guided by user-centricity,
solutions supporting modern
working methods, and high-
quality, sustainable furniture
choices. The participatory design
of the new building’s spaces was
handled by interior architecture
company Kakadu, while Martela
was responsible for supply and
installation of the furniture.
The building’s facade features
impressive COR-TEN steel, which
is manufactured by SSAB. The muted
red COR-TEN steel is also present
in the interiors as perforated
panel surfaces, creating a cohesive
visual connection between facade
and interior.
READ MORE
High-quality furniture
Furniture choices emphasise
authenticity and quality. Martela’s
products have been used in the
spaces, such as wooden chairs and
bar stools from the Ella series in
the cafe, and Sola chair series in
the conference rooms. In addition to
Martela’s furniture, products from
its partners such as &Tradition,
Avoline, Inno, HAY, Vitra, and
Vivero were chosen for the spaces.
Additionally, a unique custom-made
conference table from Kidex Oy is
featured in the premises.
The participatory method enabled
staff to smoothly transition from
traditional office rooms to a
shared multi-space office model.
Informative signage effectively
supports use and utilisation of
different spaces. The stylish and
impressive interior design features
oak wood surfaces as a warm contrast
to metal elements, while muted red
and blue tones create a balanced
and fresh colour scheme.
MARTELA ANNUAL REPORT 2024 11
MARTELA 2024 CEO’S REVIEW OPERATING ENVIRONMENT FINANCIAL STATEMENTS GOVERNANCE
Board of Directors’
Report and
Financial Statements
Board of Directors’ Report ………………………………………… 12
Consolidated financial statements, IFRS ……………… 19
Parent company financial statements, FAS ………… 47
Auditor’s report …………………………………………………………………56
MARTELA ANNUAL REPORT 2024 12
MARTELA 2024 CEO’S REVIEW OPERATING ENVIRONMENT FINANCIAL STATEMENTS GOVERNANCE
Key figures
The Group’s revenue for the financial year was EUR
86.7 million (94.4). The operating result for the year
was EUR -6.5 million (-2.4). Earnings per share were
EUR -1.87 (-0.77). Cash flow from operating activities
totalled EUR 0.1 million (0.3). The equity-to-assets
ratio was 2.5 per cent (20.0) and gearing was
1,455.2 per cent (137.2). The return on investment for
the year was -25.4 per cent (-7.5).
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 supporting 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
environments along the full lifecycle. Our offering
includes workplace and learning environment
specification and planning, implementation and
Board of Directors’ report
furnishing as well as continuous measurement and
optimisation.
Martela’s service model related to furnishings
and changes in premises responds to the constantly
growing need for flexibility. Increasingly, instead of
large one-off investments, space changes are under
more process-like development. In this change,
Martela has highlighted the circular economy model,
flexible Workplace as a Service and development of
digital sales channels, as strategic focus areas.
Throughout the year, several new products and
updates to existing products were introduced. The
popular Sola product family, designed by Antti
Kotilainen, welcomed a new member with the launch
of the Sola Meet & Work hybrid chair. As the name
suggests, the chair is intended for use both at
workstations and in meeting rooms, and its soft
design enhances comfort in any space. Additionally,
the Sola product family expanded in the later part of
the year with the modular Sola sofa, which follows
the design language of the previously launched Sola
lounge chairs. The charming Hubbe lounge chair,
launched for lobbies and waiting areas, introduced
new young designers to Martela’s design team,
as the chair, designed by Timo Hoisko and Matti
Korpela from KO-HO Industrial Design, became part
of Martela’s standard collection.
EUR -1.3 (-1.6) million has been entered in the
Group profit and loss statement as reasearch and
development expenses.
Market situation
Economic development in the Nordic countries
has been weak in 2023 and 2024, which has been
reflected in caution among Martela’s customers
when making purchasing decisions. Economic
growth is expected to improve in 2025 compared to
2024, but the market situation is still expected to
remain somewhat uncertain in 2025. However, for
2025 and the years ahead, demand is expected to
strengthen, partly due to the increased pent-up need.
The uncertainty in the markets, combined with
changes in how work is being done, is also creating
demand for Martela’s transformation services,
even though office occupancy rates have not yet
returned to pre-pandemic levels. Workspaces are
being adapted to meet the needs of multi-location
hybrid work, with more focus being placed on their
attractiveness than before.
Group structure
There was no changes in the group structure in
2024.
Revenue and operating result
The January–December 2024 revenue was EUR
86.7 million (94.4), a decrease of -8.2 per cent
from previous year. Compared to the previous year,
revenues decreased by area as follows; in Sweden
-10.0 per cent in Finland -1.7 per cent in Norway -31.1
per cent and in Other countries -32.7 per cent.
The Group’s operating result for the January–
December was EUR -6.5 million (-2.4). The January–
December result before taxes was EUR -8.2 million
(-3.3).
Financial position
The cash flow from operating activities in
January–December was EUR 0.1 million (0.3).
At the end of the period, interest-bearing
liabilities stood at EUR 20.8 million including EUR
16.3 million lease liabilities according to IFRS 16. At
the end of comparison period the interest bearing
liabilities stood at EUR 18.2 million including EUR
16.8 million lease liabilities according to IFRS 16.
Net liabilities were EUR 16.9 million (13.1). At the
end of the period, short-term limits of EUR 0.0
million were in use (0.0). Short-term cash limits of
EUR 0.3 million (0.3) would have been available for
utilisation.
The gearing ratio at the end of the period was
1,455.2 per cent (137.2 per cent) and the equity ratio
was 2.5 per cent (20.0 per cent). Financial income
and expenses were EUR -1.7 million (-0.9).
The balance sheet total stood at EUR 54.7 million
(55.7) at the end of the period.
Capital expenditure
The Group’s gross capital expenditure for
January–December came to EUR 0.4 million (2.3).
MARTELA ANNUAL REPORT 2024 13
MARTELA 2024 CEO’S REVIEW OPERATING ENVIRONMENT FINANCIAL STATEMENTS GOVERNANCE
Changes in the Group Management Team
There were no changes in the composition of the
Group’s Management Team during 2024.
Personnel
The Group employed an average of 372 people (403,
change -7.7 per cent). Personnel on average employed
in Finland was 302 (326), in Sweden 25 (29), in
Norway 14 (15) and in group other countries 31 (33).
The number of employees in the Group was
360 (386) at the end of the review period.
Personnel costs in January–December totalled
EUR 22.3 million (23.0).
Non financial information
MANAGEMENT OF CORPORATE RESPONSIBILITY
Sustainability is an important part of Martela’s
strategy and operations. The group’s sustainability,
quality and environmental management, as well
as occupational health and safety systems,
are overseen by the VP, Human Resources and
Sustainability. The responsibility for guiding
sustainability in operations lies with the
Sustainability Steering Group, which consists
of members of the executive team, with the
Sustainability Director acting as the secretary.
More detailed information about the group’s
sustainability aspects, goals, and achievements can
be found in the separate sustainability report, which
is published annually. The Global Reporting Initiative
(GRI) indicators related to the 2024 sustainability
reporting will be published after the annual report.
For 2025, Martela falls under the CSRD reporting
obligation and has therefore begun the DMA phase
of the reporting process during 2024. Through the
DMA process, no significant new aspects have
emerged compared to the long-established GRI-
based reporting that has been published annually.
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 references 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
policies approved by the Group Management
Team 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 under the coordination
of the Sustainability Steering Group. The principles
and policies cover social and employee 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
REVENUE (EUR MILLION)
0
50
100
150
2020 2021 2022 2023 2024
OPERATING PROFIT (EUR MILLION) INVESTMENTS AND DEPRECIATIONS
(EUR MILLION)
EARNINGS/SHARE AND DIVIDENDS
-7
-6
-5
-4
-3
-2
-1
0
1
2
3
4
5
2 020 2021 2 022 2 023 2 024
0
1
2
3
4
5
6
7
8
2020 2021 2022 2 023 2024
-2
-1,5
-1
-0,5
0
0,5
1
1,5
2
2020 2021 2022 2023 2024
Capital expenditure
excluding leases
Depreciations Earnings/share Dividends paid (EUR million)
MARTELA ANNUAL REPORT 2024 14
MARTELA 2024 CEO’S REVIEW OPERATING ENVIRONMENT FINANCIAL STATEMENTS GOVERNANCE
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
continuous 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
manufacturing is focused on final assembly and
remanufacturing production at its logistics centre
in Nummela, 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
countries, 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 per
cent of Martela Group’s turnover. A network of
around hundred reliable suppliers delivers materials
and components for Martela labelled products.
Around 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
company’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
assessment 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. Therefore,
Martela’s most important environmental goal is to
offer its customers the Martela Lifecycle model,
which supports customers’ space efficiency.
Sustainability reporting focuses on the direct
and indirect impacts of its own operations, because
Martela does not have the means to measure the
effects of improved space efficiency and reduced
energy use among its customers.
Martela’s most significant climate impact
arises from the material usage associated with
the products and services provided to customers.
Martela calculated its greenhouse gas emissions
for 2023 using updated factors, and the scope of
the calculations was expanded, which resulted
in an increase in total emissions to 17.7 million
kilograms compared to the previous year. Of the
greenhouse gas emissions, 80 per cent came from
the materials purchased for products delivered to
customers (scope 3), 2 per cent from indirect energy
use (scope 2), and 4 per cent from the distribution
of finished products to customers (scope 1). The
energy intensity within Martela’s calculations,
relative to revenue, was 303 GJ/million euros.
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. When designing new facility solutions
for customers, their old furniture can either be
included in the new design or recycled responsibly
through Martela. Used furniture 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 2023,
around 23,140 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 AND 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 responsible management and leadership
practices.
The key objectives of personnel competence
development is to develop customer excellence
and experience in every touch point and to
improve operational performance. During 2024 the
cooperation between the functions and the related
processes were crystallised to enhance the order-
delivery efficiency.
Hybrid work in expert positions continues to
evolve in organisations. Also in Martela. The rules of
hybrid work has been specified to better support
different ways of working, taking into account both
individual and teamwork needs. The principle of
flexible working is to provide the balance between
office work and remote work, and employees are
encouraged to work in different places depending
on suitability for completing the task. The new
premises at Martela’s head office meet the needs of
hybrid work and support working together, a sense of
community and work that requires concentration.
EQUITY RATIO
0
2 5
50
75
100
0
2 0
40
60
80
2 020 2 021 202 2 2 023 2024
(%)eur
million
Balance sheet total Equity Equity ratio (%)
MARTELA ANNUAL REPORT 2024 15
MARTELA 2024 CEO’S REVIEW OPERATING ENVIRONMENT FINANCIAL STATEMENTS GOVERNANCE
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 familiarisation 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 emphasised especially
in production, removal and installation services.
Employees are encouraged to actively report all
safety near misses and incidents as they provide
valuable information to improve occupational safety.
During 2024, personnel’s well-being, functional
capacity and coping at work were further enhanced
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 feedback 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
related 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
observing 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
supply 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 updated at the end of 2023, the
definitions of social responsibility were further
specified. The policy is communicated with each
purchase order. Additionally, for the most important
suppliers, compliance is checked on a risk-based
basis. 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 recent years, Martela has regularly participated
PERSONNEL BY AREAS, ON AVERAGE 2023
TOTAL
403
TOTAL
372
PERSONNEL BY AREAS, ON AVERAGE 2024
in the EcoVadis assessment. In the 2023 and 2024
evaluations, Martela was awarded the EcoVadis Gold
Medal. EcoVadis is the world’s largest sustainability
rating agency. Its assessment includes 21
sustainability criteria, which are grouped into four
themes: environment, labour and human rights,
ethics, and sustainable procurement. The rating
criteria are based on international sustainability
standards, such as the UN Global Compact’s ten
principles, the International Labour Organization
(ILO) conventions, the Global Reporting Initiative
(GRI) standards, and the ISO 26000 standard.
The 2024 sustainability training was
conducted in the fall, with 89 per cent of the
staff participating. The training aimed to assess
Martela employees’ commitment to the principles of
responsible business practices and their awareness
of the appropriate actions to take if they observe
activities contrary to these principles. The survey
showed that 100 per cent of the respondents
were committed to these principles, and nearly
90 per cent knew how to act if they encountered
behaviour that violated these principles. During
2024, Martela’s Whistleblowing portal was opened
82 times. Of these, two contained actual reports of
suspected wrongdoing, leading the company to take
the necessary internal actions.
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
Finland OtherScandinavia Finland OtherScandinavia
MARTELA ANNUAL REPORT 2024 16
MARTELA 2024 CEO’S REVIEW OPERATING ENVIRONMENT FINANCIAL STATEMENTS GOVERNANCE
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 the Annual
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 4,034,412 A series, together 4,639,212 shares.
In January–December, a total of 1,962,972
(1,122,349) of the company’s series A shares were
traded on the NASDAQ OMX Helsinki exchange,
corresponding to 48.7 per cent (28.3 per cent) of the
total number of series A shares.
The value of trading turnover was EUR 2.2 million
(2.1), and the share price was EUR 0.85 at the end of
the period (1.28). During January–December the share
price was EUR 1.59 at its highest and EUR 0.81 at its
lowest. At the end of December, equity per share was
EUR 0.25 (2.09).
During 2024 Martela has received three
notifications in accordance with the Finnish
Securities Market Act Chapter 9, Section 5.
On September 18, 2024 Martela received an
announcement from Isku Yhtymä Oy that the total
number of Martela Corporation shares owned by
Isku-Yhtymä Oy has decreased below 5 per cent and
10 per cent of the share capital in Martela plc, as a
result of share transactions concluded on
September 17, 2024.
On September 18, 2024 Martela received an
announcement from Isku Inspira Oy that the total
number of Martela Corporation shares owned by
Isku Inspira Oy has increased above 5 per cent of
the share capital in Martela plc, as a result of share
transactions concluded on September 17, 2024.
On October 11, 2024, Martela received an
announcement from Isku Inspira Oy, according to
which the total number of Martela Corporation
shares owned by Isku Inspira Oy has increased above
10 per cent of the shares in Martela plc, as a result of
share transactions concluded on October 10, 2024.
During 2023, Martela did not receive any
notifications pursuant to Chapter 9, Section 5 of
the Finnish Securities Markets Act.
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 2024.
Based on the share issue authorisation granted
by the Annual General Meeting on 29.3.2023, the
Board of Directors of Martela Corporation has
decided to issue 53,881 new series A shares to the
company itself without consideration. The shares
issued by the company have been used to pay
rewards according to the company’s Performance-
based Matching Share Plan 2021-2023, announced
on March 23, 2021, for 32 key individuals, based on
the earning period of 2022.
On December 31, 2024, Martela owns a total of
1,425 Martela A shares and its holding of treasury
shares amounted to 0.03 per cent of all shares and
0.01 per cent 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.
BOARD AND MANAGEMENT
SHAREHOLDINGS OF MARTELA OYJ
Members of the Board, CEO and Management Team
hold at 31.12.2024 total of 147,622 Martela Oyj
A -shares and 2,673 K -shares, which represents 3.2
per cent of the total amount of shares and 1.2 per
cent of the voting rights.
Share-based incentive programme
THE OLD SHARE-BASED INCENTIVE PLAN
In the effective Performance-based Share Plan 2021–
2023, there were three earning periods, which were
financial years 2021, 2022 and 2023. The prerequisite
for participating in the new plan was that a
participant acquires the company´s series A shares up
to the number determined by the Board of Directors.
Approximately 40 key employees, including the CEO
and other Martela’s Management Team members,
were belonging to the target group of the share-based
incentive plan. In the plan, the target group was given
an opportunity to earn Martela Corporation series A
shares based on performance and on their personal
investment in Martela Corporation series A shares.
The Board of Directors decided the earning criteria
and the goals for each criterion of the plan at the
beginning of each earning period. 53,881 additional
shares based on the program were paid as rewards
in 2023 and 11,657 in 2022. In 2024, no reward will be
paid on the basis of the plan, because the goals of
the earning period 2023 were not achieved.
THE NEW SHARE-BASED INCENTIVE PLAN
On March 13, 2024, Martela Oyj’s Board of Directors
decided on a new share-based incentive plan for
the group’s key employees. The new system largely
follows the principles of the old system.
Participating in the new plan requires that the
participant acquire new or transfer already acquired
company A shares up to the amount decided by the
Board of Directors. In order to implement the plan,
the Board of Directors decided on April 29, 2024,
on a share issue of 65,717 company A shares aimed
at the target group of the plan. In addition to this,
the employees who participated in the old plan have
transferred 172,644 of the company’s A shares from
their investments in the old plan to the new plan.
The new shares were entered into the Trade
Register on 4 June 2024 and trading on the new
shares at the Main market administered by Nasdaq
Helsinki Ltd began on 5 June 2024.
In the plan, it is possible for the target group to
earn Martela Oyj’s A shares based on performance
and personal investment in Martela Oyj’s A shares.
The Board decides the earning criteria of the plan
and the goals set for each earning criterion at the
beginning of the earning period.
The rewards paid based on the plan are
estimated to correspond to a maximum of 712,000
Martela Oyj’s A shares, including the portion paid in
cash.
37 people, including the CEO and other members
of Martela’s Management Team, were part of the
plan’s target group when the plan started.
The new performance-based additional share
plan 2024—2026 has three earning periods, the
fiscal years 2024, 2025 and 2026. In the earning
period 2024, the rewards are based on the group’s
operating profit (EBIT). In 2025, no reward shall be
paid based on the program, as the targets for the
2024 earning period were not achieved.
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.
As part of the implementation of the
MARTELA ANNUAL REPORT 2024 17
MARTELA 2024 CEO’S REVIEW OPERATING ENVIRONMENT FINANCIAL STATEMENTS GOVERNANCE
performance-based share plan, the Board of
Directors granted interest-bearing loans of EUR
42,100 to persons participating in the program to
finance the acquisition of the company’s shares.
With the loans in question, the participants
financed the acquisition of 65,717 of the company’s
A shares in the above-mentioned share issue. The
maximum amount of the loans in question is 70
percent of the participant’s share investment. In
addition to this, for persons who participated in
the old plan and have transferred to the new plan,
the Bord of Directors has decided to extend the
maturity of the loans granted in 2021 by two years
until the end of 2027.
2024 Annual General Meeting
Martela Corporation’s Annual General Meeting was
held on Friday, April 5, 2024. The Meeting approved
the financial statements, discharged the members
of the Board of Directors and CEO’s from liability
for the year of 2023 and approved remuneration
report and new remuneration policy. The Board of
Directors proposal that no dividends would be paid
was approved.
The Annual General Meeting confirmed that
the Board of Directors will consist of six members
and Mr. Eero Martela, Ms. Hanna Mattila, Mr. Jan
Mattsson, Mr. Johan Mild and Ms. Anni Vepsäläinen
be re-elected as members of the Board of Directors
and a new member Mr. Jacob Kragh was elected to
replace Ms. Katarina Mellström. The Annual General
Meeting resolved a monthly compensation of EUR
3,700 be paid for the Chairman of the Board and
EUR 1,850 for the Board Members, and an additional
compensation of EUR 1,600 per year to the Board
members belonging to a committee.
Authorised Public Accountant Ernst & Young
Oy was elected as the company’s auditor. The
remuneration of the auditor will be paid according
to the invoice that has been accepted by the Audit
Committee of the company. Ernst & Young Oy has
informed that Authorised Public Accountant Mr.
Osmo Valovirta will act as the principal auditor.
The Annual General Meeting authorised the
Board in accordance with the proposal of the Board
of Directors to decide on the repurchase and/
or accepted as pledge of a maximum of 450,000
Company’s own A shares in one or several occasions.
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. Own
shares may be repurchased when necessary as a
part of the Company’s salary and incentive scheme,
for use in conjunction with corporate acquisitions
and other business arrangements, if the Board deems
this is in the interest of the shareholders in light
of the company’s share indicators, or if the Board
deems it is an economical way of using liquid assets,
or for some other similar purpose. Own shares
repurchased to the Company may be retained in the
possession of the Company, cancelled or transferred
further. The Board of Directors resolves how own
shares are repurchased and/or accepted as pledge.
The authorisation grants the Board of Directors
the right to resolve on all other terms of the
repurchase and/or acceptance as pledge of the own
shares. Thus, this share repurchase authorisation
includes the right to repurchase shares otherwise
than in proportion of the shareholdings (directed
repurchase). The authorisation cancels any previous
unused authorisations to repurchase the Company’s
own shares. This share repurchase authorisation will
be valid until the closing of the next Annual General
Meeting, however, no longer than until 30 June 2025.
The Annual General Meeting authorised the
Board of Directors to decide upon the issuance of
shares and the issuance of special rights entitling
to shares as referred to in Chapter 10 Section 1 of
the Companies Act in one or several tranches, either
against payment or without payment. The aggregate
number of shares to be issued, including the shares
to be received based on special rights, cannot exceed
450 000 of the Company’s A-series shares. The
Board of the Directors may resolve to issue new
shares or to transfer own shares possibly held by the
company. The maximum amount of the authorisation
corresponds to approximately 10 per cent of all
shares in the Company. The Board of Directors is
authorised to decide on all other matters related to
the issuance of shares and special rights entitling
to shares, including the right to deviate from the
pre-emptive right of shareholders to subscribe for
shares to be issued. The authorisation is proposed to
be used for the purposes of paying purchase prices
of corporate acquisitions, share issues and issues
of option rights and other special rights entitling
to shares. This authorisation remains valid until the
closing of the next Annual General Meeting, however,
no longer than until 30 June 2025.
The Board of Directors elected by Martela
Corporation’s Annual General Meeting had its
organisational meeting after the Annual General
Meeting and elected from among its members Johan
Mild as the Chairman and Anni Vepsäläinen 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
regulations 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 governance can be found
on the company’s website.
Martela Sustainability Report includes
extensively the non-financial information (NFI)
required by the accounting law. The Sustainability
Report of 2024 will be published after the Annual
Report.
Risks and uncertainties
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. In addition to
general economic development, changes related to
working life trends, such as the evolving relationship
between remote work and on-site work, also affect
the overall demand in the business environment
and the product-specific focus areas of demand.
The aforementioned changes in working life trends
create risks for performance development and its
forecasting, and due to the project-based nature of
the industry, short-term predictability is generally
challenging. According to Martela’s risk management
model, risks are classified and addressed in various
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 other liabilities, like long-term rental
agreements related payments. Sudden negative
changes in the demand of company’s products
and services or changes in the overall market
MARTELA ANNUAL REPORT 2024 18
MARTELA 2024 CEO’S REVIEW OPERATING ENVIRONMENT FINANCIAL STATEMENTS GOVERNANCE
environment can however cause that companys liquid
funds will not be sufficient to finance the operations.
This risk is managed, among other measures, by
adjusting costs and increasing operational efficiency.
Additionally, efforts are made to raise product margins
whenever possible without reducing the overall
volume of revenue. Furthermore, the group aims to
accelerate the turnover of working capital by lowering
inventory levels and increasing billing frequency
through advance invoicing. Additional funding
opportunities are also evaluated regularly. If the
challenging market situation were to persist unusually
long, and the group could not sufficiently mitigate its
effects through the aforementioned actions, there is
a risk that weakened liquidity could jeopardise the
group’s ability to continue its 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
is not necessary for products other than the most
common product lines, where the delivery speed
has been prioritised. The product manufacturing is
automated and based on component subcontracting
and on assembly 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 22 of the notes
to the financial statements.
SHORT-TERM RISKS
The company’s most significant individual risks
affecting operations in the short-term are related
to earnings development and, consequently, to the
evolution of liquidity. The key risks to earnings
development and liquidity are related to general
economic uncertainty and its impact on the overall
demand for Martela’s business environment, as well
as Martela’s relative performance in the total market.
Additionally, the decline of the overall market in
recent years has increased price competition within
the industry, which has pressured profitability. These
factors together increase uncertainty regarding
overall demand and margins, making the demand
for Martela’s products and margins less predictable.
Due to the project-based nature of the industry,
forecasting in the near term has been challenging,
and the difficulties in forecasting are further
amplified in times of economic uncertainty.
Events after the end of the financial year
On January 3, 2025, the company announced that it
was planning to streamline its operations. According
to the release, the challenging market conditions in
the industry over the past few years have affected
Martela’s operating environment, weakening business
volume and profitability. The ongoing economic
recovery is positively impacting the industry
situation, but there are still uncertainties regarding
the strength of the recovery in key market areas. For
the reasons mentioned above, Martela is planning
to streamline and reorganise its operations in
order to mitigate the negative effects caused by
the market situation, adjust its cost structure to
match the prevailing conditions, and bring flexibility
to the uncertainty driven by demand. The planned
personnel savings and other cost-saving measures
are expected to result in annual cost savings of
approximately EUR 1.5 to 2.0 million. According to
the preliminary estimate, the planned actions could
lead to a permanent reduction of around 20 job
positions. The planned measures will affect Martela
Group’s employees in Finland, Sweden, and Norway.
Additionally, there are plans to use layoff procedures
to achieve the necessary temporary flexibility.
Martela is in close discussions with employees and
employee representatives regarding the changes. The
negotiation processes and their timelines will vary by
country.
On January 17, 2025, the company announced
preliminary information about its revenue and
operating profit for 2024. The company stated
that, according to preliminary unaudited financial
statements, Martela Group’s operating profit for the
full year 2024 did not meet the level outlined in the
guidance provided on December 11, 2024. According
to the preliminary unaudited financial statements,
both revenue and operating profit for the full year
2024 declined compared to the previous year.
Revenue was approximately 87 million euros (94.4),
and the operating loss was between EUR 6.3 and
6.7 million (-2.4).
On January 30, 2025, the company announced
that it would streamline the composition of its
executive team. The goal of the change is to enhance
operations, standardise the development of Martela’s
products and services, and strengthen the position
of Martela’s products in the market. As part of this,
technical product development will move from the
Product & Design unit to the Operations business
unit, and product portfolio management will be
transferred to a new Brand, Products & Services
unit. These changes will lead to adjustments in the
group’s executive team. Eeva Terävä will begin as the
leader of the new Brand, Products & Services unit on
February 1, 2025. Kari Leino, who previously led the
Product & Design unit, will continue as the product
portfolio and design director in the Brand, Products
& Services unit starting from February 1, 2025.
There are no other significant events to report
after the period from January to December 2024,
and operations have continued as planned.
Outlook for 2025
Martela anticipates its revenue to increase in full-
year 2025 compared to previous year and and
comparable operating profit close to zero result.
Proposal of the Board of Directors for
distribution of profit
The Board of Directors proposes to the Annual
General Meeting that no dividend will be distributed
for 2024.
Annual General Meeting
Martela Corporation’s Annual General Meeting
is planned to be held on Monday April 7, 2025.
The notice of the Annual General Meeting will be
published in a separate release.
MARTELA ANNUAL REPORT 2024 19
MARTELA 2024 CEO’S REVIEW OPERATING ENVIRONMENT FINANCIAL STATEMENTS GOVERNANCE
Consolidated comprehensive income statement
(EUR 1000)
Note 1 Jan–31 Dec 2024 1 Jan–31 Dec 2023
Revenue 1 86,668
94,389
Other operating income 2 148
149
Changes of inventories of finished goodsand work in progress 4,572
1,420
Raw material and consumables used
-56,618
-56,219
Production for own use
326
513
Employee benefits expenses 3
-22,300
-22,995
Other operating expenses 4
-12,216
-12,865
Depreciation and impairment 5
-7,114
-6,773
Operating profit (-loss)
-6,533
-2,380
Financial income 7
163
645
Financial expenses 7
-1,839
-1,557
Profit (-loss) before taxes
-8,210
-3,292
Income taxes 8
-482
-222
Profit (-loss) for the financial year
-8,692
-3,514
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
15
45
Taxes from items that will not later be recognised through profit or loss
0
0
Items that may later be recognised through profit or loss
Translation differences
192
-415
Other comprehensive income for the period
207
-370
Total comprehensive income
-8,485
-3,884
Allocation of profit (-loss) for the financial year
Equity holders of the parent
-8,692
-3,514
Allocation of total comprehensive income
Equity holders of the parent
-8,485
-3,884
Earnings per share of the profit attributable to the equity holders of the parent
Basic earnings/share, EUR 9
-1.87
-0.77
Diluted earnings/share, EUR 9
-1.87
-0.77
Consolidated balance sheet
(EUR 1000)
Note 31.12.2024 31.12.2023
ASSETS
Non-current assets
Intangible assets 10 3,337
4,334
Tangible assets 11 14,707
14,408
Non-current financial assets 12 567
539
Deferred tax assets 13
2,631
3,003
Non-current assets, total
21,242
22,283
Current assets
Inventories 14
10,879
9,235
Trade receivables and other receivables 12, 15
18,645
19,115
Cash and cash equivalents
3,903
5,053
Current assets, total
33,426
33,403
ASSETS, TOTAL
54,668
55,686
MARTELA ANNUAL REPORT 2024 20
MARTELA 2024 CEO’S REVIEW OPERATING ENVIRONMENT FINANCIAL STATEMENTS GOVERNANCE
Consolidated cash flow statement
(EUR 1000)
Note 1 Jan–31 Dec 2024 1 Jan–31 Dec 2023
Cash flows from operating activities
Profit/loss before taxes -8,210
-3,292
Depreciation and impairment 7,114
6,773
Unrealized exchange rate gains and losses 106
-141
Financial income and expenses 1,677
912
Other adjustments and income and expense non-cash *)
-1,886
-2,841
Cash flow before change in working capital
-1,199
1,411
Change in working capital
Non-interest-bearing receivables, increase (-) / decrease (+)
395
-786
Inventories, increase (-) / decrease (+)
-1,644
2,546
Non-interest-bearing liabilities, increase (+) / decrease (-)
4,735
-1,181
Cash flow before financial items and taxes
2,287
1,991
Interest and other financial items paid
-827
-330
Interest and other financial items received
35
29
Interest on lease liabilities
-673
-694
Income tax paid
-711
-677
Net cash from operating activities (A)
111
320
Cash flows from investing activities
Capital expenditure on tangible and intangible assets
-387
-2,332
Proceeds from sale of tangible and intangible assets
24
0
Cash flow from investing activities (B)
-363
-2,332
Cash flows form financing activities
Proceeds from short-term loans
3,198
0
Repayments of short-term loans 18
0
-417
Repayments of lease liabilities
-3,979
-3,457
Dividends paid and other profit distribution
0
-452
Cash proceeds from issuing shares
43
0
Net cash used in financing activities (C)
-738
-4,326
Change in cash and cash equivalents (A+B+C), increase +, decrease -
-990
-6,338
Cash and cash equivalents at the beginning of year
5,053
11,295
Translation differences
-160
96
Cash and cash equivalents at the end of year
3,903
5,053
*) The amount includes netted cash flows adjusting revenue and purchases related to the rental service model.
(EUR 1000) Note
31 Dec 2024
31 Dec 2023
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
1,080
995
Other reserves
-9
-9
Treasury shares*)
-4
-4
Translation differences
-878
-1,071
Retained earnings
-7,147
1,530
Equity, total
1,159
9,558
Non-current liabilities
Pension obligations 19
77
105
Financial liabilities 12, 18
13,504
13,812
Provisions 20
292
269
Non-current liabilities, total
13,873
14,187
Current liabilities
Financial liabilities 12, 18
7,247
4,287
Advances received 21
8,524
7,850
Trade payables 12, 21
14,368
9,440
Accrued liabilities and prepaid income 12, 21
6,366
6,789
Other current liabilities 12, 21
3,057
3,507
Provisions 20
73
67
Current liabilities, total
39,636
31,941
LIABILITIES, TOTAL
53,509
46,128
EQUITY AND LIABILITIES, TOTAL
54,668
55,686
*)The treasury shares acquired for and assigned to share-based incentive scheme are
shown in accounting terms as treasury shares. See notes 16.
MARTELA ANNUAL REPORT 2024 21
MARTELA 2024 CEO’S REVIEW OPERATING ENVIRONMENT FINANCIAL STATEMENTS GOVERNANCE
Statement of changes in equity
Equity attributable to equity holders of the parent (EUR 1000)
Share capital
Share premium
account
Reserve for invested
unrestricted equity Other reserves Treasury shares Translation diff. Retained earnings Equity total
Equity 1 Jan 2023 7,000 1,116
995 -9 -4 -655 5,406 13,850
Profit (-loss) for the financial year
-3,514 -3,514
Translation differences
-415 -415
Items resulting from remeasurement of the net debt related to defined benefit
plans (incl. Deferred taxes)
45 45
Other comprehensive income for the period
-415 45 -370
Total comprehensive income -415 -3,469 -3,884
Share issue 0
Share-based incentives 44 44
Dividends paid -452 -452
Equity 31 Dec 2023 7,000
1,116
995 -9 -4 -1,071 1,530 9,558
Equity 1 Jan 2024 7,000
1,116
995 -9 -4 -1,071 1,530 9,558
Profit (-loss) for the financial year -8,692 -8,692
Translation differences 192 192
Items resulting from remeasurement of the net debt related to defined benefit
plans (incl. Deferred taxes)
15 15
Other comprehensive income for the period 192 15 207
Total comprehensive income 192 -8,677 -8,485
Share issue 85 85
Share-based incentives 0
Dividends paid 0
Equity 31 Dec 2024 7,000
1,116
1,080 -9 -4 -878 -7,147 1,159
More information in Notes 16 Equity and 17 share-based payments.
MARTELA ANNUAL REPORT 2024 22
MARTELA 2024 CEO’S REVIEW OPERATING ENVIRONMENT FINANCIAL STATEMENTS GOVERNANCE
Accounting principles for the consolidated
financial statements
Martela Group
Martela Corporation supplies ergonomic and
innovative furniture solutions and provides interior
planning services.
The Group’s parent company is Martela Oyj, a
Finnish public limited company domiciled in Espoo,
street address Miestentie 1, 02150 Espoo. The
company’s A shares are listed on Nasdaq Helsinki.
The Group’s financial statements are available
online at Martela’s home pages www.martela.com.
These financial statements were authorised
for issue by the Board of Directors of Martela Oyj
on February 11, 2025. The Finnish Limited Liability
Companies Act permits the shareholders to approve
or reject the financial statements in the Annual
General Meeting that is held after publishing the
financial statements. As well, the Annual General
Meeting has a possibility to amend the financial
statements.
BASIS OF PREPARATION
Martela’s consolidated financial statements are
prepared in accordance with the International
Financial Reporting Standards (IFRS) as on
December 31, 2024. As referred to in the Finnish
Accounting Act and in ordinances issued pursuant
to the provisions of this Act, the International
Financial Reporting Standards refer to the
standards and their interpretations adopted
in accordance with the procedure laid down in
Regulation (EC) No 1606/2002 of the EU. The
notes to the consolidated financial statements also
conform with additional requirements of the Finnish
accounting and company legislation.
The consolidated financial statements are
presented in thousands of euros and have been
prepared on the historical cost basis except as
disclosed in the accounting policies. All presented
figures have been rounded, which is why the sum of
individual figures might deviate from the presented
sum. The key financial indicators have been
calculated using exact figures. Martela’s consolidated
financial statements cover the full calendar year, and
this represents the financial period for the parent
company and the Group companies.
USE OF ESTIMATES
The preparation of the financial statements in
conformity with IFRS requires Group management
to make certain estimates and to use judgement
when applying accounting policies. The section
“Accounting policies requiring management’s
judgement and key sources of estimation
uncertainty” refers to the judgements made by
management and those financial statement items
on which judgements have a significant effect.
Principles of consolidation
The consolidated financial statements include the
parent company, Martela Oyj, and all the subsidiaries
in which the parent company controls, directly or
indirectly, more than 50 per cent of the voting power
of the shares, or otherwise has control. Martela is
considered to be in control of a subsidiary when it
is exposed, or has rights, to variable returns from
its involvement with the subsidiary and has the
ability to affect those returns through its power
over the subsidiary. Subsidiaries are included in
the consolidated financial statements by using the
acquisition method. The intra-group transactions,
unrealised margins on intra-group deliveries,
intra-group receivables and liabilities and profit
distribution are eliminated.
Items denominated in foreign currency
Transactions in foreign currencies are translated
at the exchange rate prevailing on the date of the
transaction – in practice, for transactions taking
place within any given month, a rate is used that
approximates the rate of the transaction date.
At the end of the reporting period, the monetary
assets and liabilities are translated into functional
currencies at the exchange rate at the end of the
reporting period. Exchange rate gains and losses
related to business operations are treated as
adjustments to the purchases and sales. Exchange
rate gains and losses in financing are treated as
adjustments to financial income and expenses.
The statements of comprehensive income and
cash flows of foreign subsidiaries for the period
are translated into euros at the average rates for
the financial year, and the balance sheets at the
average rates of the European Central Bank at the
end of the reporting period. The translation of the
profit or loss and comprehensive income for the
period at different exchange rates in the statement
of comprehensive income and in the balance sheet
causes a translation difference which is recognised
in other comprehensive income. The exchange rate
differences arising from the elimination of the cost
of the foreign subsidiaries and the exchange rate
differences arising from the translation of post-
acquisition equity are also recognised in other
comprehensive income. Similar treatment is applied
to intra-group non-current loans which in substance
are equity and form a part of the net investment
in the operation in question. When a subsidiary
is disposed of, all or in part, the accumulated
translation differences are reclassified to profit and
loss as part of the gain or loss on disposal.
Revenue recognition principles
Furniture is mainly delivered as installed at customer.
MARTELA ANNUAL REPORT 2024 23
MARTELA 2024 CEO’S REVIEW OPERATING ENVIRONMENT FINANCIAL STATEMENTS GOVERNANCE
The control of the furniture is transferred to the
customer when the deliverables form the contract
are fulfilled, i.e. the furniture is delivered and installed
at customer and the customer has approved the
delivery. The significant risks and rewards of
ownership of the furniture is also transferred to the
buyer through the approval of the delivery. Revenue
from sold goods is recognised as the control of
the goods is transferred to the buyer according to
the agreement. The normal warranty for standard
Martela produced products in normal use is five
years and for other standard products two years.
Consultative services consist of workshops and
interviews for specification of the demands placed
on the work environment and interior planning
services. The deliverable is fulfilled and the control
is transferred to the customer as the product of
the service is delivered to the customer. Revenue
from consultative services is recognised as the
deliverable is fulfilled.
In removals services the value of the service is
received by the customer as Martela provides the
service. In such cases the revenue is recognised over
time. The removal services provided by Martela are
mainly short in duration. In case a removal services
project lasts for several months is the revenue
recognised based on either invoicing of the achieved
project milestones or based on actual work hours
registered for the project.
The transaction prices for the sold goods and
services are defined for each deliverable on the
sales orders and no variable considerations are in
use. Martela does not have capitalised costs for
obtaining or of fulfilling customer contracts. Sales
receivables are typically due latest within two
months from invoicing. The customer contracts
do not include significant financing components
provided by Martela.
Revenue consists of income from customer
contracts according to IFRS 15 and income from
customer contracts that are classified as leases
based on the contract contents, and are treated in
accordance to IFRS 16.
Leases in which substantially all the risks
and rewards incidental to ownership of an asset
remain with the lessor are classified as operative
lease contracts and recognised as revenue in the
statement of comprehensive income on a straight-
line basis over the lease term.
Employee benefits
PENSION LIABILITIES
The Group has arranged defined contribution plans
and defined benefit plans for retirement. A defined
contribution plan is a pension plan under which the
Group pays fixed contributions into a separate entity.
The Group has no legal or constructive obligations to
pay further contributions if the fund does not hold
sufficient assets to pay all employees the benefits
relating to employee service in the current and prior
periods. A defined benefit plan is a pension plan
that is not a defined contribution plan. Contributions
made to defined contribution plans are recognised in
profit or loss as an expense as incurred.
The obligations of defined benefit plans are
calculated separately for each plan. The projected
unit credit method is used in the calculation.
Pension costs are recognised as an expense
over the service period of personnel based on
calculations performed by qualified actuaries. In
calculating the present value of a pension obligation,
the market yield of corporate high-grade bonds or
the interest rate of government bonds are used
as the discount rate. Their maturity corresponds
to a significant extent with the maturity of the
computed pension liability.
Pension expenses (service cost in the period)
and the net interest for the net debt related to the
defined benefit pension plan are recognised through
profit or loss. Pension expenses are included in
employee benefit expenses. Items resulting from
the remeasurement of the net debt (or net asset)
related to the defined benefit plan are recorded
in items of other comprehensive income in the
financial period during which they emerge. These
include actuarial gains and losses and returns on
assets included in the plan, among other items.
Past service costs are recognised in expenses
through profit or loss on the earlier of the following
dates: the date when the plan is amended or
reduced, or the date when the entity recognises
the reorganisation expenses related to this or
the benefits related to the termination of
the employment relationship.
SHARE-BASED PAYMENTS
In the Group’s share-based incentive system, with
vesting periods 2024, 2025 and 2026, payments are
made in a combination of shares and cash. Share
rewards are measured at fair value at the grant date
and recognised as expenses over the vesting period.
The vesting conditions are taken into account in
the number of shares which are expected to vest
by the end of the validity period. Measurements are
adjusted at the end of each reporting period and the
settlement is recognised under equity. The expense
determined at the time of granting the share-based
incentives is based on the Group’s estimate of the
number of shares which are expected to vest by
the end of the vesting period. The assumed vesting
takes account of the maximum incentive, the
assumed achievement of non-market-based earnings
targets and the reduction of persons participating
the plan. The Group updates the estimate of the
final number of shares at the end of each reporting
period. Their impact on profit or loss is presented
in the statement of comprehensive income under
employment benefits expenses
Operating profit (loss)
Operating profit is the Group’s profit from
operations before financial items and income taxes.
Exchange rate differences arisen in the translation
of trade receivables and payables denominated in
foreign currencies are included in operating profit.
Income taxes
The taxes recognised in the consolidated statement
of comprehensive income include current tax based
on the taxable income of the Group companies for
the financial year, taxes for previous years and the
change in deferred taxes. For transactions and other
events recognised in profit or loss, any related tax
effects are also recognised in profit or loss. For
transactions and other events recognised outside
profit or loss (either in other comprehensive income
or directly in equity), any related tax effects are also
recognised either in other comprehensive income or
directly in equity, respectively.
Deferred tax assets and liabilities are recognised
on temporary differences between the tax bases
and IFRS carrying values of assets and liabilities
in the financial statements. A deferred tax asset is
recognised only to the extent that it is probable that
taxable profit will be available against which it can
be used. Deferred tax liabilities are recognised to
the full extent in the balance sheet. Deferred taxes
are measured by using the tax rates enacted or
substantively enacted by the end of the reporting
period.
MARTELA ANNUAL REPORT 2024 24
MARTELA 2024 CEO’S REVIEW OPERATING ENVIRONMENT FINANCIAL STATEMENTS GOVERNANCE
Intangible assets
GOODWILL
Goodwill resulting from business combinations
represents the excess of the consideration
transferred over the fair value of the net identifiable
assets acquired.
Goodwill is tested annually or more frequently
if there are indications that the value might be
impaired. Testing is performed at least at the end
of each financial year. For this purpose goodwill is
allocated to cash generating units. An impairment
loss is recognised whenever the carrying amount
of cash-generating unit exceeds the recoverable
amount. Impairment losses are recognised in the
comprehensive income statement. An impairment
loss in respect of goodwill is never reversed.
RESEARCH AND DEVELOPMENT
Research and development is active and continuous
in the Group and if individual development projects
are of such a scope in relation to operations and if
the capitalisation criteria are fulfilled these projects
are capitalised. Research expenditure is recognised
as an expense when incurred. R&D-related equipment
is capitalised in machinery and equipment. There
has been no development costs that met the
capitalisation criteria during the financial year.
OTHER INTANGIBLE ASSETS
An intangible asset is initially capitalised in the
balance sheet at cost if the cost can be measured
reliably and it is probable that the expected future
economic benefits that are attributable to the asset
will flow to the Group. Other intangible assets
include software licences, IT-programmes, patents
and other corresponding rights. Patents, licences
and other rights are measured at historical cost, less
amortisation and any impairment.
The useful lives of intangible assets are as follows:
Licences ……………………………………………………………………… 3–5 years
IT-programmes ………………………………………………………3–10 years
Customer ship ………………………………………………………………… 4 years
Brands …………………………………………………………………………………6 years
Patents and other corresponding
rights ………………………………………………………………………………… 10 years
Amortisation is recognised using the straight-line
method.
Tangible assets
Land, buildings, machinery and equipment
constitute the majority of tangible assets. They are
measured in the balance sheet at historical cost,
less accumulated depreciation and any impairment.
When a part of an item of property, plant and
equipment (accounted for as a separate asset) is
renewed, the expenditure related to the new item
is capitalised and the possibly remaining balance
sheet value removed from the balance sheet. Other
expenditure arising later is capitalised only when
future economic benefits will flow to the Group.
Other expenditure for repairs or maintenance is
expensed when it is incurred. Those borrowing
costs directly attributable to the acquisition,
construction or production of a qualifying asset are
capitalised as part of the cost of that asset.
Depreciation is calculated on a straight-line
basis over the estimated useful life of the asset.
A tangible asset once classified as held for sale is
not depreciated. Land is not depreciated.
The estimated depreciation periods are as follows:
Buildings ……………………………………………………………… 15–30 years
Machinery and equipment ……………………………… 3–8 years
The residual values and useful lives of tangible
assets are reviewed at least at each financial
year-end and, if necessary, are adjusted to reflect
changes in the expected future economic benefits.
Gains and losses from the sale or disposal of
tangible assets are recognised in profit and loss and
presented under other operating income or other
operating expenses.
IMPAIRMENT OF TANGIBLE AND
INTANGIBLE ASSETS
The carrying amounts of assets are assessed at the
end of each reporting period to observe whether
there are any indications that an asset may be
impaired. If such indications exist, the recoverable
amount of the asset will be estimated at the higher
of its fair value less costs to sell and its value in
use. An impairment loss is recognised if the balance
sheet value of an asset or a cash-generating unit
exceeds the recoverable amount of it. Impairment
losses are recognised in the statement of
comprehensive income.
If there are indications that impairment losses
no longer exist or that they have diminished, the
recoverable amount is estimated. An impairment
loss previously recognised in the statement of
comprehensive income is reversed if the estimates
used in measuring the recoverable income have
changed. However, an impairment loss cannot be
reversed to an extent more than what the carrying
amount of the asset or cash-generating unit would
be without recognition of an impairment loss.
Leases
Martela’s lease contracts consist mainly of office
spaces, cars and IT-equipment. The lease contracts
of cars and IT-equipment are time limited whereas
the contracts for office spaces are open ended
as well as time limited. The lease contracts do not
include variable lease payments.
Lease agreements, for which the lease period
is beyond 12 months, are according to IFRS 16
recognised on the balance sheet as a right-of-use
assets and lease liabilities. The right-of-use assets
decreased with the accumulated depreciations are
recognised as tangible assets. The right-of-use assets
are depreciated over the lease period or an estimated
period if longer. Estimated rental periods, are used
for lease agreements of indefinite duration. The
estimated rental periods are 2 years for rented offices
and sales facilities and 1 year for warehouses. Martela
applies the exemptions to IFRS 16 and does not apply
IFRS 16 to short-term leases for which the lease
term ends within 12 months and leases of low-value
assets, which are not offices or warehouses in use
by Martela. The payments for these are recognised
as equal instalments over the rental period in the
consolidated statement of comprehensive income.
The lease liabilities have been discounted at the
borrowing rate.
Company also operates as lessor of furniture.
Accounting principles of these are described under
revenue recognition principles.
Inventories
Inventories are measured at the lower of cost and
net realisable value. The value of inventories is
determined by using weighted average purchase
prices and it includes all direct expenditure incurred
by acquiring the inventories and also a part of the
production overhead costs. Net realisable value is
the estimated selling price in the ordinary course of
business less the estimated costs of completion and
the estimated costs necessary to make the sale.
Inventory value includes adjustments caused by
obsolescence.
MARTELA ANNUAL REPORT 2024 25
MARTELA 2024 CEO’S REVIEW OPERATING ENVIRONMENT FINANCIAL STATEMENTS GOVERNANCE
Financial assets
Group’s financial assets are classified into the
following groups: financial assets at fair value
through profit or loss, financial assets at fair
value through other comprehensive income and
financial assets measured at amortised costs. The
classification depends on the purpose of acquiring
the financial assets, and they are classified at the
time of initial acquisition. All purchases and sales
of financial assets are recognised and derecognised
on the trade date. The Group derecognises financial
assets when it has lost its right to receive the cash
flows or when it has transferred substantially all the
risks and rewards to an external party.
Financial assets measured at amortised costs
include assets that are held in a business model
whose object is achieved by holding the assets
and collecting contractual cash flows until the due
date. The cash flow from the assets consists of
solely payments of principal and interest on the
principal amount outstanding. They are originally
recognised at fair value and subsequently measured
at amortised cost. The group recognises a deduction
in the financial assets recognised at amortised cost
based on expected credit losses. These assets are
included in either current or non-current financial
assets (they are included in the latter if they mature
over 12 months later). The category includes loan,
trade and other receivables that are not derivatives.
Cash and cash equivalents comprise cash in
hand, in banks and in demand bank deposits, as
well as other current, very liquid investments.
Items qualifying as cash and cash equivalents have
original maturities of three months or less from the
date of acquisition.
IMPAIRMENT OF FINANCIAL ASSETS
At the end of each reporting period, the Group
assesses whether objective evidence exists of
the impairment of an individual financial asset
or a group of financial assets. Impairment will be
recognised through profit or loss.
A simplified model according to IFRS 9 is used
in assessing the expected credit losses on trade
receivables: credit losses are recognised to an
amount that represents the expected credit losses
for the full lifetime. The expected credit losses are
assessed based on historical information on credit
losses and on the information on the future financial
circumstances available on the review date.
FINANCIAL LIABILITIES
The Group classifies its financial liabilities as
financial liabilities measured at amortised cost
(mainly includes borrowings from financial
institutions, IFRS 16 lease liabilities and trade
payables).
Financial liabilities are initially recognised at
fair value and are subsequently measured either
at amortised cost or at fair value, based on the
classification made. Financial liabilities are included
in current and non-current liabilities and they
can be interest-bearing or non-interest-bearing.
Bank overdrafts are included in current interest-
bearing liabilities. Financial liabilities are regarded
as current, unless the Group has an absolute
right to postpone the repayment of the debt until
a minimum of 12 months after the end of the
reporting period. Financial liabilities (in full or in
part) are not eliminated from the balance sheet until
the debt has ceased to exist – in other words, when
the obligation specified in the agreement has been
fulfilled or rescinded or ceases to be valid.
The Group uses derivative financial instruments,
to hedge its electricity price risk. The Group
doesn’t apply hedge accounting, but derivatives are
recognised at fair value through the statement of
profit or loss at each balance sheet date according
to the closing rate of the period. Derivatives are
carried as financial assets when the fair value
is positive and as financial liabilities when the
fair value is negative. The change in fair value is
recognised in income statement in raw material and
consumables used.
Share capital
Outstanding ordinary shares are shown as share
capital. The share capital consists of K and A series
shares. The shares of both series have identical
dividend rights but K series shares confer 20
votes and A series shares 1 vote at Annual General
Meetings of shareholders.
Expenses related to the issuance and acquisition
of own equity instruments are presented as
deductions from equity. If Martela Oyj buys back its
own equity instruments, their cost is deducted from
equity.
DIVIDENDS
Dividends proposed by the Board of Directors are
not recorded in the financial statements but the
related liability is only recognised when approved by
the Annual General Meeting of shareholders.
Provisions
A provision is recognised when the Group has a
legal or constructive obligation as a result of a past
event, it is probable that on outflow of economic
benefits will be required to settle the obligation and
the amount can be estimated reliably. The amount
recognised as a provision is equal to the best
estimate of the expenditure required to settle the
present obligation at the end of the reporting period.
Accounting policies requiring
management’s judgement and key
sources of estimation uncertainty
In preparing the financial statements it is
necessary to make forward-looking estimates and
assumptions which may not, in fact, turn out to be
true. In addition, it is necessary to use judgement
in applying accounting policies to the financial
statements. The foremost estimates concern the
utilisation of deferred tax assets against future
taxable income and the assumptions used in the
impairment testing. Other estimates requiring
management’s judgement mainly concerns the
amount of non-marketable inventories, impairment
of trade receivables, the amount of guarantee
provisions and the definition of the lease period
in lease contracts of indefinite duration under
IFRS 16. Estimates and assumptions are based on
management’s current best knowledge at the end of
the reporting period, reflecting historical experience
and other reasonable assumptions.
Going concern assumption
The financial statements for the financial year
2024 have been prepared on a going concern
basis, which assumes that Martela will be able to
meet its liabilities and obligations arising from its
operations in the foreseeable future as part of its
normal business operations. When assessing the
going concern assumption, Martela’s management
has taken into account the uncertainties and
risks related to the business environment, the
company’s available funding sources, and the cash
flow forecasts of the various group companies’
operations over the next 12 months. The company’s
long-term and short-term financial liabilities are
mainly deferred lease commitments, which are
amortised in monthly rent payments and do not
MARTELA ANNUAL REPORT 2024 26
MARTELA 2024 CEO’S REVIEW OPERATING ENVIRONMENT FINANCIAL STATEMENTS GOVERNANCE
involve any covenants or other maturity terms.
The company’s most significant lease agreements
are long-term.
The business environment has been extremely
challenging in recent years, and as a result, the
group’s liquidity situation has weakened, especially
during 2024. The risk related to liquidity is managed,
among other things, by adjusting costs and
increasing operational efficiency. In addition, the aim
is to increase product margins as much as possible
without reducing the total volume of turnover. In
addition, the aim is to accelerate the turnover rate of
working capital, for example by reducing inventory
levels and increasing the invoicing frequency through
advance invoicing. The company is also exploring
opportunities for using new sources of financing.
The company has taken structural adjustment and
efficiency measures in the early part of 2024, which
will be fully reflected in 2025. In addition, the new
adjustment measures initiated in early 2025 aim to
improve the company’s cost-efficiency for the most
part in 2025 and fully in 2026.
The assumption of continuity of operations is
related to the above-mentioned uncertainties mainly
caused by the unfavourable market situation, as well
as risks mainly related to liquidity, which Martela’s
management estimates can be controlled with the
measures initiated and planned by the company. In
the opinion of the company’s management and the
Board of Directors, the 2024 financial statements
do not involve significant uncertainty regarding the
going concern assumption in accordance with the
IFRS standard.
Impairment testing
The carrying amounts of non-current assets are
assessed at the end of each reporting period to
observe whether there are any indications that the
balance sheet value of an asset or a cash-generating
unit exceeds the recoverable amount of it.
If such indications exist, the recoverable amount
of the asset will be estimated at the higher of its
fair value less costs to sell and its value in use.
Value in use is calculated based on discounted
forecast cash flows. An impairment loss is
recognised if the balance sheet value of an asset
or a cash-generating unit exceeds the recoverable
amount of it. Impairment losses are recognised in
the statement of comprehensive income.
If there are indications that impairment losses
no longer exist or that they have diminished, the
recoverable amount is estimated. An impairment
loss previously recognised in the statement of
comprehensive income is reversed if the estimates
used in measuring the recoverable income have
changed. However, an impairment loss cannot be
reversed to an extent more than what the carrying
amount of the asset or cash-generating unit would
be without recognition of an impairment loss.
Goodwill is tested for impairment annually
regardless of whether there is any indication of
impairment.
An impairment loss in respect of goodwill is
never reversed. (Note 10)
The recoverable amounts of cash generating
units have been determined using calculations
based on value in use. In the calculations, forecast
cash flows are based on financial plans approved
by management, covering a period of five years.
The central assumptions concern development of
growth and profitability. The cash flows beyond the
five-year period are estimated based on 1,5 per cent
growth.
Deferred tax receivables
The prerequisites for recognition of deferred
tax receivables are assessed at the end of each
reporting period. Assumptions made by the
managers of the Group companies on taxable
income in future financial periods have been
taken into account when evaluating the amount of
deferred tax assets. Various internal and external
factors can have a positive or negative effect on
deferred tax assets. These include restructuring
in the Group, amendments to tax laws (such as
changes to tax rates or a change to the period of
utilisation of confirmed deductible tax losses) and
changes to the interpretations of tax regulations.
Deferred tax assets recognised in an earlier
reporting period are recognised in expenses in the
consolidated statement of comprehensive income if
the unit in question is not expected to accumulate
sufficient taxable income to be able to utilise the
temporary differences, such as confirmed tax
losses, on which the deferred tax assets are based.
Deferred tax assets are not recorded for taxation
losses in subsidiaries.
Financial Statement prepared in
ESEF Format
Financial Statements in Annual Report are prepared
in ESEF format, in which it is marked up with XBRL
tags according to ESEF taxonomy. The machine
readable material is audited.
New and amended IFRS-standards and
interpretations effective from 2024
onwards
In 2024 and thereafter, the Group has adopted
the following new and revised standards and
interpretations issued by the IASB:
Amendments to the standard IAS 1, Classification
of liabilities into current and non-current. The
standard change clarifies how debts should be
classified as short-term or long-term when the
company has the right to postpone the payment of
the debt for at least 12 months.
Amendments to the IFRS16 standard Leases:
lease liabilities in sales and leasebacks. The change
requires the seller-lessee to subsequently value the
lease liabilities arising from the sublease in a way
that does not record any part of the profit or loss
related to the seller-lessee’s right of use. The new
requirements do not prevent the seller-lessee from
recording a profit or loss in the income statement
related to the partial or complete termination of the
lease agreement.
Amendments to the IAS 7 standard Cash flow
statement and to the IFRS 7 standard Financial
instruments: Disclosures: Supplier Finance
Arrangements. The amendment provides additional
disclosures about supplier finance arrangements
that enable investors to assess the effects on
a company’s debts, cash flows and exposure to
liquidity risk.
The amendments did not have any significant
impact on the consolidated financial statements.
NEW IFRS STANDARDS, AMENDMENTS TO
STANDARDS AND IFRIC INTERPRETATIONS
THAT HAVE NOT YET BEEN IMPLEMENTED
IAS 21 Lack of Exchangeability – The Amendments
introduce requirements to assess when a currency
is exchangeable into another currency and when
it is not. The Amendments require an entity to
estimate the spot exchange rate when it concludes
that a currency is not exchangeable into another
currency.
The new IFRS standards, changes to standards
and IFRIC interpretations listed above that come
into force on or after 1 January 2025 are not
estimated to have a material impact on the group.
MARTELA ANNUAL REPORT 2024 27
MARTELA 2024 CEO’S REVIEW OPERATING ENVIRONMENT FINANCIAL STATEMENTS GOVERNANCE
The IFRS18 Information presented in the financial
statements standard may have a significant impact
on the information presented in the group’s financial
statements in the future.
Events after the end of the financial year
On January 3, 2025, the company announced that it
was planning to streamline its operations. According
to the release, the challenging market conditions in
the industry over the past few years have affected
Martela’s operating environment, weakening
business volume and profitability. The ongoing
economic recovery is positively impacting the
industry situation, but there are still uncertainties
regarding the strength of the recovery in key market
areas. For the reasons mentioned above, Martela is
planning to streamline and reorganise its operations
in order to mitigate the negative effects caused by
the market situation, adjust its cost structure to
match the prevailing conditions, and bring flexibility
to the uncertainty driven by demand. The planned
personnel savings and other cost-saving measures
are expected to result in annual cost savings of
approximately EUR 1.5 to 2.0 million. According to
the preliminary estimate, the planned actions could
lead to a permanent reduction of around 20 job
positions. The planned measures will affect Martela
Group’s employees in Finland, Sweden, and Norway.
Additionally, there are plans to use layoff procedures
to achieve the necessary temporary flexibility.
Martela is in close discussions with employees and
employee representatives regarding the changes.
The negotiation processes and their timelines will
vary by country.
On January 17, 2025, the company announced
preliminary information about its revenue and
operating profit for 2024. The company stated
that, according to preliminary unaudited financial
statements, Martela Group’s operating profit for the
full year 2024 did not meet the level outlined in the
guidance provided on December 11, 2024. According
to the preliminary unaudited financial statements,
both revenue and operating profit for the full year
2024 declined compared to the previous year.
Revenue was approximately 87 million euros (94.4),
and the operating loss was between EUR 6.3 and
6.7 million (-2.4).
On January 30, 2025, the company announced
that it would streamline the composition of its
executive team. The goal of the change is to
enhance operations, standardise the development
of Martela’s products and services, and strengthen
the position of Martela’s products in the market.
As part of this, technical product development
will move from the Product & Design unit to the
Operations business unit, and product portfolio
management will be transferred to a new Brand,
Products & Services unit. These changes will lead
to adjustments in the group’s executive team. Eeva
Terävä will begin as the leader of the new Brand,
Products & Services unit on February 1, 2025. Kari
Leino, who previously led the Product & Design unit,
will continue as the product portfolio and design
director in the Brand, Products & Services unit
starting from February 1, 2025.
There are no other significant events to report
after the period from January to December 2024,
and operations have continued as planned.
MARTELA ANNUAL REPORT 2024 28
MARTELA 2024 CEO’S REVIEW OPERATING ENVIRONMENT FINANCIAL STATEMENTS GOVERNANCE
1. Segment reporting
As a result of harmonising and combining processes, the organisation, reporting and systems, as of 2017 the company reports
consolidated figures as a single segment and in addition reports revenue by country. Revenue will be reported by the location
of a customer in following countries: Finland, Sweden, Norway and Other countries.
REVENUE(EUR 1000)1 Jan–31 Dec 2024 1 Jan–31 Dec 2023Revenue by areaFinland66,162 67,313Sweden8,605 9,561Norway4,8196,992Other areas7,08210,523Total86,66894,389Income from the sale of goods71,45377,653Income from the sale of services15,21516,736Total86,66894,389
Revenue includes EUR 4,583 thousand (4,287) income from furniture which is based on customer
agreements and is classified as rental income.
(EUR 1000)31.12.202431.12.2023Assets and liabilities from contracts with customersTrade receivables16,55716,218Accrued income based on customer contracts420281Prepayments based on customer contracts8,5247,850
ASSETSInformation about geographical regionsIntangible assetsTangible assetsNon-current assets (EUR 1000)31 Dec 202431 Dec 2024Finland3,337 14,455Sweden0 75Other regions0 177Total3,337 14,707
Intangible assetsTangible assets Non-current assets31 Dec 202331 Dec 2023Finland4,33414,093Sweden0106Other regions0208Total4,33414,408
2. Other operating income
(EUR 1000)1 Jan–31 Dec 2024 1 Jan–31 Dec 2023Gains on sale of tangible assets 240Rental income51 58Public subsidies3 6Other income from operations7085Total148149
3. Employee benefits expenses
(EUR 1000)1 Jan–31 Dec 2024 1 Jan–31 Dec 2023Salaries and wages -18,326-18,505Pension expenses, defined contribution plans-2,827 -2,876Pension expenses, defined benefit plans-74 -70Expenses of matching share plan0-275Other salary-related expenses-1,073-1,270Personnel expenses in the income statement-22,300-22,995Other fringe benefits-287-499Total-22,586-23,494
A total of EUR 400 thousand for 2024 and EUR 769 thousand from 2023 were recognised in the result from
the incentives and salary-related expenses associated with the incentive scheme. Salaries and fees and
share-based payments are presented in more detail under note 24 Related-party transactions.
More information about share-based incentive programme is in note 17.
Personnel20242023Personnel on average, workers182194Personnel on average, officials190209Personnel on average, total372403Personnel at year-end360386Personnel on average in Finland302326Personnel on average in Sweden2529Personnel on average in Norway1415Personnel on average in Poland3133Total372403
MARTELA ANNUAL REPORT 2024 29
MARTELA 2024 CEO’S REVIEW OPERATING ENVIRONMENT FINANCIAL STATEMENTS GOVERNANCE
4. Other operating expenses
Other operating expenses are reported by type of expense.
(EUR 1000)1 Jan–31 Dec 2024 1 Jan–31 Dec 2023Freight -1,308-1,237Travel-499 -611Administration-1,725 -2,041IT-3,585-3,217Marketing-716-640Electricity and heating -479 -330Unrealised loss of electricity derivatives-58-52Other real estate-923-1,089Royalties-587-646Other-2,334-3,002Total-12,216-12,865
Auditors' fees1 Jan–31 Dec 20241 Jan–31 Dec 2023Auditing-184-173Other services-19-18Total-203-191
Auditors’ fees are included in administration expenses.
5. Depreciation and impairment
(EUR 1000)1 Jan–31 Dec 2024 1 Jan–31 Dec 2023DepreciationIntangible assets-850 -1,267Tangible assetsBuildings and structures-46 -170Machinery and equipment-753-359Depreciation, total -1,649 -1,796Depreciation of right-of-use assets according to IFRS 16Buildings and structures-1,843-1,795Machinery and equipment-3,621-3,182Depreciation, total-5,464-4,977
6. Research and development expenses
The income statement includes research and development expenses of EUR -1,329 thousand (EUR -1,573 thousand 2023).
7. Financial income and expenses
(EUR 1000)1 Jan–31 Dec 2024 1 Jan–31 Dec 2023Financial incomeInterest income on loans and other receivables 3429Foreign exchange gain on loans and other receivables127 615Other financial income1 1Total163645
Financial expensesInterest expenses from financial liabilities measured at amortised cost-12-25Foreign exchange losses on loans and other receivables-331-533Interest expenses of lease liabilities according to IFRS 16-673-694Other financial expenses-823-304Total-1,839-1,557Financial income and expenses, total-1,677-912
Total exchange rate differences affecting profit and loss are as follows:Exchange rate differences, sales (included in revenue)-129-39Exchange rate differences, purchases (included in adj. of purchases)43-81Exchange rate differences, financial items-20481Exchange rate differences, total-289-38
8. Income taxes
(EUR 1000)1 Jan–31 Dec 2024 1 Jan–31 Dec 2023Income taxes, financial year -112-175Taxes for previous years0 -86Change in deferred tax liabilities and assets-370 39Total-482-222
Reconciliation between the income statement’s tax expense and the income tax
expense calculated using the Martela Group’s domestic corporation tax rate 20.0%.
1 Jan–31 Dec 2024 1 Jan–31 Dec 2023Profit before taxes -8,210 -3,292Taxes calculated using the domestic corporation tax rate-1,642-658Different tax rates of subsidiaries abroad-22-17Taxes for previous years086Tax-exempt income-836Non-deductible expenses7258Unbooked deferred tax assets on losses in taxation2,023838Other items135-90Income taxes for the year in the p/l (+ = expense, - = profit)482222
MARTELA ANNUAL REPORT 2024 30
MARTELA 2024 CEO’S REVIEW OPERATING ENVIRONMENT FINANCIAL STATEMENTS GOVERNANCE
9. Earnings per share
The basic earnings per share is calculated dividing the profit attributable to equity holders
of the parent by the weighted average number of shares outstanding during the year.
(EUR 1000)1 Jan–31 Dec 2024 1 Jan–31 Dec 2023Profit attributable to equity holders of the parent -8,692-3,514Weighted average number of shares (1,000)4,638 4,572Basic earnings per share (EUR/share)-1.87 -0.77
The company has no diluting instruments December 31, 2024 or December 31, 2023.
For more information on weighted average number of shares see note 16.
10. Intangible assets
(EUR 1000)1 Jan–31 Dec 2024 1 Jan–31 Dec 2023Intangible assets Goodwill Work in progress Total Intangible assets Goodwill Work in progress TotalAcquisition cost 1 Jan 16,405 8831,121 18,409 15,479 883 724 17,086Increases 869212 1,081 926 2,166 3,092Decreases-1,229 -1,229 -1,769 -1,769Acquisition cost 31 Dec 17,274 883104 18,261 16,405 883 1,121 18,409Accumulated depreciation 1 Jan -14,07500 -14,075 -12,808 0 0 -12,808Depreciation for the year -850 -850 -1,267 -1,267Accumulated depreciation 31 dec -14,92500 -14,925 -14,075 0 0 -14,075Carrying amount 1 Jan 2,3308831,121 4,334 2,671 883 724 4,278Carrying amount 31 Dec 2,349883104 3,337 2,330 883 1,121 4,334
Goodwill
The Group’s Goodwill EUR 883 thousand (EUR 883 thousand
2023) relates to the Grundell acquisition Martela made
December 31, 2011. The expected future cash flows will be
generated through more extensive service solutions encompassing
also products and the already implemented profit improving
actions. The revenue growth is also supported by the renewed
strategy of Martela that increases the emphasis on service
within the Group.
Impairment testing
Goodwill is tested annually or more frequently if there are
indications that the amount might be impaired. In assessing
whether goodwill has been impaired, the carrying value of
the cash generating unit Muuttopalvelu Grundell Oy has been
compared to the recoverable amount of the cash carrying unit.
The recoverable amount of the goodwill is determined based
on the value in use calculations. The value in use is calculated
based on the discounted forecast cash flows. The cash flow
forecasts rely on the plans approved by the management
concerning profitability and the growth rate of revenue.
The plans cover a five-year period taking into account
the recent development of the business.
In impairment testing the average growth is estimated to be
1.5% and EBIT 9.9%. The use of testing model requires making
estimates and assumptions concerning market growth and
general interest rate level. The used post-tax discount rate is
10.0% (10.0%) which equals the weighted average cost of capital.
The cash flows after the five-year period have been forecasted
by estimating the future growth rate of revenue to be 1.5%.
Based on the impairment test there is no need to recognise
an impairment loss.
Sensitivity analysis of impairment testing
The carrying value of the cash generating unit is EUR 15.7
million higher than the book value according to the performed
impairment test. No predictible changes in any assumpions, have
any significant impact on the result of the goodwill testing.
MARTELA ANNUAL REPORT 2024 31
MARTELA 2024 CEO’S REVIEW OPERATING ENVIRONMENT FINANCIAL STATEMENTS GOVERNANCE
11. Tangible assets
(EUR 1000)Machinery and Machinery and Buildings Machinery and equipment equipment Other Work in 1 Jan–31 Dec 2024Land areas BuildingsIFRS 16equipmentIFRS 16IFRS 16 WAAS*tangible assetsprogress TotalAcquisition cost 1 jan 4 23,62013,636 34,661 4,124 10,383 23 0 86,452Increases 01,626 115 1,652 3,582 241 7,216Decreases 0 -82-690 0 -780 -848 -159 -2,558Exchange rate differences-70 -34 -104Acquisition cost 31 Dec 4 23,53814,502 34,776 4,963 13,118 23 82 91,006Accumulated depreciation 1 Jan 0-23,173-9,961 -33,224 -2,601 -3,083 0 0 -72,043Accumulated depreciation, decreases 0 690 0 758 460 0 0 1,908Depreciation for the year 0-46-1,843 -753 -1,020 -2,601 0 0 -6,264Exchange rate differences 59 41 0 0 100Accumulated depreciation 31 Dec 0-23,219-11,054 -33,977 -2,823 -5,225 0 0 -76,299Carrying amount 1 Jan 44483,676 1,437 1,523 7,298 23 0 14,408Carrying amount 31 Dec 43203,448 799 2,140 7,891 23 82 14,707
*WAAS, Workplace as a Service-business area assets, that are classified as operative leasing
contracts according to IFRS 16 and in which company according to the standard operates as lessor.
-1,373 -1 -1,486
(EUR 1000)Machinery and Machinery and Machinery and equipment equipment Other Work in 1.1.2023–31.12.2023Land areas Buildings Buildings IFRS 16equipmentIFRS 16IFRS 16 WAAS*tangible assetsprogress TotalAcquisition cost 1 Jan 4 23,61612,407 34,075 2,691 7,839 23 1 80,656Increases 131,272 586 1,536 3,918 7,325Decreases 0 -90 -102 Exchange rate differences-43 -43Acquisition cost 31 Dec 4 23,62013,636 34,661 4,124 10,383 23 0 86,452Accumulated depreciation 1 Jan 0-23,003-8,214 -32,865 -1,853 -1,407 0 0 -67,343Accumulated depreciation, decreases 0 0 93 672 0 0 765Depreciation for the year 0-170-1,795 -359 -834 -2,348 0 0 -5,506Exchange rate differences 48 -8 0 0 40Accumulated depreciation 31 Dec 0-23,173-9,961 -33,224 -2,601 -3,083 0 0 -72,044Carrying amount 1 Jan 46144,193 1,210 838 6,430 23 0 13,312Carrying amount 31 Dec 44483,676 1,437 1,523 7,298 23 0 14,408
*WAAS, Workplace as a Service-business area assets, that are classified as operative leasing
contracts according to IFRS 16 and in which company according to the standard operates as lessor.
MARTELA ANNUAL REPORT 2024 32
MARTELA 2024 CEO’S REVIEW OPERATING ENVIRONMENT FINANCIAL STATEMENTS GOVERNANCE
12. Book values of financial assets and liabilities by group
Financial assets Financial assets Financial liabilities measured atBook values measured at measured at fair value through of balance Hierarchy (EUR 1000)amortised costsamortised costprofit or losssheet items Fair valuelevel Note2024 balance sheet itemsNon-current financial assetsLoan receivables 567567 567 2Current financial assetsTrade and other receivables 16,55716,557 16,557 2 15Book value by group 17,123 17,123 17,123Non-current financial liabilitiesInterest-bearing liabilities13,44613,446 13,446 2 18Derivatives designated as hedging 58 58 58 1instrumentsCurrent financial liabilitiesInterest-bearing liabilities7,2477,247 7,247 2 18Derivatives designated as hedging instruments 1Trade payables and other liabilities17,42617,426 17,426 2 21Book value by group38,11858 38,177 38,177
Financial assets Financial assets Financial liabilities measured at Book values measured at measured at fair value through of balance Hierarchy (EUR 1000)amortised costsamortised costprofit or losssheet items Fair valuelevel Note2023 balance sheet itemsNon-current financial assetsLoan receivables 532532 532 2Current financial assetsTrade and other receivables 16,21816,218 16,218 2 15Book value by group 16,750 16,750 16,750Non-current financial liabilitiesInterest-bearing liabilities13,77613,776 13,776 2 18Derivatives designated as hedging 36 36 36 1instrumentsCurrent financial liabilitiesInterest-bearing liabilities4,2724,272 4,272 2 18Derivatives designated as hedging 15 15 15 1instrumentsTrade payables and other liabilities12,94712,947 12,947 2 21Book value by group30,99552 31,046 31,046
Derivatives designated as hedging instruments have been bought in
order to manage the risk concerning the electricity price.
Other financial assets include investments in unlisted equities.
The have been measured at acquisition cost as fair value cannot be
assessed reliably. The book values of trade receivables and receivables
other than those based on derivatives are estimated to essentially
correspond to their fair values due to the short maturity of the
receivables.
The book values of debts are estimated to correspond to their fair
values. Interest rate level has no material effect. The book values of
trade and other non-interest-bearing liabilities are also estimated to
correspond to their fair values. Discounting has no material effect.
Fair values of each financial asset and liability group are presented in
more detail under the note indicated in the table above.
Assets and liabilities recognised at fair value in the financial
statements are categorised into three levels in the fair value hierarchy
based on the inputs used in the valuation technique to determine their
fair value. The three levels are:
Level 1. Quoted prices(unadjusted) in active markets for identical
assets or liabilities.
Level 2. Inputs other than quoted prices included within Level 1 that
are observable for the asset or liability either directly or indirectly e.g.
discounted cash flows or valuation models.
Level 3. Inputs for the asset or liability that are not based on
observable market data and the fair value determination is widely
based on management’s judgement and the use of that in commonly
approved valuation models.
MARTELA ANNUAL REPORT 2024 33
MARTELA 2024 CEO’S REVIEW OPERATING ENVIRONMENT FINANCIAL STATEMENTS GOVERNANCE
13. Deferred tax assets and liabilities
Recognised in the Recognised in the other Recognised in the Changes in deferred taxes during 2024 (EUR 1000)1 Jan 2024income statementcomprehensive incomeretained earnings 31 Dec 2024Deferred tax assetsRight of use asset 2,4540 0 4 2,458Pension obligations -90 -10 -19Other temporary differences 753-1740 0 579Total 3,198-174-10 4 3,018Deferred tax liabilitiesRight of use asset 191196387On buildings measured at the fair value of the transition date 400 -4 0Total 1951960 -4 387Deferred tax assets and liabilities, total 3,003-370-10 8 2,631
Recognised in the Recognised in the other Recognised in the Changes in deferred taxes during 2023 (EUR 1000)1 Jan 2023income statementcomprehensive incomeretained earnings 31 Dec 2023Deferred tax assetsRight of use asset 2,4540 2,454Pension obligations 30 -12 -9Other temporary differences 4252120 116 753Total 2,882212-12 116 3,198Deferred tax liabilitiesRight of use asset 7184191On buildings measured at the fair value of the transition date 16-120 0 4Total 231720 0 195Deferred tax assets and liabilities, total 2,85940-12 116 3,003
Deferred tax assets have not been recognised on unused tax losses that probably cannot be utilised
in the future against taxable income. The amount of such losses is EUR 34.9 million (25.1 in 2023)
including current year results. Of these losses 11.3 million will expire starting from year 2033 and
according to our current knowledge rest of the losses have no expiration date. The losses mainly
originate from foreign subsidiaries and parent company.
MARTELA ANNUAL REPORT 2024 34
MARTELA 2024 CEO’S REVIEW OPERATING ENVIRONMENT FINANCIAL STATEMENTS GOVERNANCE
14. Inventories
(EUR 1000)31 Dec 2024 31 Dec 2023Raw materials and consumables 6,9497,777Work in progress743 399Finished goods3,186 1,059Total10,8799,235
15. Current trade receivables and other receivables
(EUR 1000)31 Dec 2024 31 Dec 2023Trade receivables 16,55716,218Accrued income and prepaid expenses ofPersonnel expenses81 91Uninvoiced revenue420 445Prepaid expenses1,173 1,869Tax receivables415 491Accrued income and prepaid expenses total2,089 2,897Total18,64519,115
A provision is made to the trade receivables according to
following, unless it is highly likely to receive payment for the
receivable: undue receivables 0.5%, 0-6 months overdue 2%, 6-12
months overdue 10%, 12-24 months overdue 50% and over 24
months overdue 100%.
The age distribution of Group trade receivables on the balance sheet date 31 December is presented in the
following table
Age distribution of trade receivables Incl. credit loss Incl. credit loss (EUR 1000)2024provision 2023provisionUndue 13,363 46 12,279740-6 months overdue2,238 38 3,723 976-12 months overdue294 28 128 29912-24 months overdue140 73 74 50Over 24 months overdue522 435 14 64Total16,557 622 16,218 584
At the end of the financial year, there were a total of EUR 622
thousand in provisions for bad debts, of which the group’s
EUR 290 thousands is related to the bankruptcy of
a Norwegian customer.
The sales invoices are interest-free and the most general
payment term is 14 days, while the payment term in the biggest
invoices is 30 days.
The maximum trade receivable credit risk amount on the balance sheet date 31 December by country or region:
Region (EUR 1 000)2024 2023Finland 11,002 9,704Scandinavia4,713 5,188Other European countries813 1,256Other regions29 70Total16,557 16,218
Credit risks from trade receivables are not concentrated.
In 2024 credit losses of EUR -37 thousand (EUR -535 thousand 2023) has been
recognised as expenses and are presented in other operating expenses.
The value of inventories has been written down by -488
thousand (-381 thousand 2023) due to obsolescence.
In the valuation of inventories the fair value of an item as well
as its usage in current product portfolio offered is monitored.
Should the current product portfolio no longer carry the product
to which the item is used the item is written down. If the
product is still on sale but there has been decision to finish its
selling, it will be written down to equal half of its value.
MARTELA ANNUAL REPORT 2024 35
MARTELA 2024 CEO’S REVIEW OPERATING ENVIRONMENT FINANCIAL STATEMENTS GOVERNANCE
16. Equity
Share capital
The paid share capital entered in the Trade register is EUR 7,000,000. The counter value of a share is 1.51 (1.53). The K shares carry
20 votes at the annual general meeting and the A-shares 1 vote each. Both share series have the same dividend rights.
Reserve forNumber of sharesShare premium invested Changes in share capital (1 000 eurA shares K shares Share capitalaccountunrestricted equity Treasury shares Total1 Jan 2023 3,913,389 604,8007,000 1,116 995 -4 9,108Shares of directed share issue 53,881031 Dec 2023 3,967,270 604,8007,000 1,116 995 -4 9,108Shares of directed share issue 65,71785 8531 Dec 2024 4,032,987604,8007,000 1,116 1,080 -4 9,192
Martela Oyj owns 1,425 (1,425) A-shares purchased at an average
price of 10.65. The number of treasury shares is equivalent to
0.03% (0.03) of all shares and 0.01% (0.01) of all votes.
The subscription price of the directed share issue has been
registered in reserve for invested unrestricted equity
Company has decided on a paid direct share issue April 5, 2024,
in which 65,717 of series A shares have been subscribed. The
share subscription price EUR 85 thousand, has been credited to
the company’s reserve for invested unrestricted equity.
Company has decided on a paid directed share issue March 29,
2023, in which 53,881 of series A shares have been subscribed
without consideration. The shares issued to the company
have been used to pay incentives according to the company’s
incentive plan.
Acquisition of shares for the share-based incentive scheme and
the management of the scheme have been outsourced to an
external service provider.
Translation differences in equity comprises translation
differences of financial statements of foreign subsidiaries when
translated into euros and of investments in foreign units. Other
reserves consists of reserve funds.
The share premium account is a fund established in accordance
with the previous Finnish Companies Act. According to the
present Liability Companies Act (effective from September 1,
2006) it is included in restricted shareholders’ equity and can
no longer be accumulated. The share premium account can be
reduced in accordance with the regulations on the reduction
of share capital, and it can be used as a fund increase to
increase share capital. The acquisition cost of treasury shares
is deducted from shareholders’ equity (including the related
transaction costs).
The parent company’s distributable equity was EUR 7,136
thousand on December 31, 2024.
MARTELA ANNUAL REPORT 2024 36
MARTELA 2024 CEO’S REVIEW OPERATING ENVIRONMENT FINANCIAL STATEMENTS GOVERNANCE
ProgramShare-based incentive programme 2024–2026TypeShareInstrumentEarning period 2024 Earning period 2025 Earning period 2026Issuing date 14.3.2024 14.3.202414.3.2024Maximum amount, pcs 1,400,000 1,400,0001,400,000Dividend adjustment No NoNoGrant date 14.3.2024 14.3.202414.3.2024Beginning of earning period 1.1.20241.1.20251.1.2026End of earning period 31.12.202431.12.202531.12.2026End of restriction period 31.5.202531.5.202631.5.2027Vesting conditions Share ownership, employment until the end of vesting date, EBITMaximum contractual life, yrs 1.41.41.4Remaining contractual life, yrs 0.41.42.4Number of persons at the end of reporting year 373737Payment method Cash & EquityCash & EquityCash & Equity
17. Share-based payments
Share-based incentive plan for the group’s key employees
2024, 2025 and 2026
The prerequisite for participating in the plan is that a participant
acquires the company´s series A shares up to the number
determined by the Board of Directors. In order to implement
the plan, the Board of Directors decided on a share issue
against payment directed to the target group. Approximately
40 persons, including the CEO and other Martela’s Management
Team members, belong to the target group of the plan. In total,
Changes during the period 2024Earning period 2024 Earning period 2025 Earning period 20261 Jan Outstanding at the beginning of the reporting period, pcsChanges during the periodGranted 237,316 237,316237,316ForfeitedShares givenLost during the periodOutstanding at the end of the period 237,316237,316237,316Effects from the share based incentive programme on the financial year (EUR 1 000)20242023Expenses for the financial year, share-based payments, equity settled0 43,612
IFRS 2 requires an entity to measure the award at its fair value and recognised over the vesting period.
The award is recognised in equity in its full extent. The fair value of the share-based scheme when granted
was the value of a company’s share, EUR 1.33 per share (14.3.2024).
37 people participated in the new plan. The Performance-based
Matching Share Plan 2024–2026 consists of three performance
periods, covering the financial years of 2024, 2025 and 2026,
respectively.
In the plan, the target group is given an opportunity to earn
Martela Corporation series A shares based on performance and
on their personal investment in Martela Corporation series A
shares.
The Board of Directors decides on the plan’s performance
criteria and targets to be set for each criterion at the beginning
of a performance period. During the performance period 2024,
the rewards are based on the Group’s Earnings before Interest
and Taxes (EBIT). The potential rewards based on the plan will
be paid after the end of each performance period.
The rewards to be paid based on the plan 2024-2026 will
amount to an approximate maximum total of 1,400,000 Martela
Corporation series A shares including also the proportion to be
paid in cash. The cash proportions of the rewards are intended
for covering taxes and tax-related expenses arising from the
rewards to the participants.
MARTELA ANNUAL REPORT 2024 37
MARTELA 2024 CEO’S REVIEW OPERATING ENVIRONMENT FINANCIAL STATEMENTS GOVERNANCE
ProgramShare-based incentive programme 2021–2023TypeShareInstrumentEarning period 2021 Earning period 2022 Earning period 2023Issuing date 6.5.2021 6.5.20216.5.2021Maximum amount, pcs 718,000 718,000718,000Dividend adjustment No NoGrant date 18.3.2021 18.3.202118.3.2021Beginning of earning period 1.1.20211.1.20221.1.2023End of earning period 31.12.202131.12.202231.12.2023End of restriction period 31.5.202231.5.202331.5.2024Vesting conditions Share ownership, Share ownership, Share ownership, employment until the end of employment until the end of employment until the end of vesting date, EBITvesting date, EBITvesting date, EBITMaximum contractual life, yrs 1.41.41.4Remaining contractual life, yrs 0.00.00.0Number of persons at the end of 36350reporting yearPayment method Cash & EquityCash & EquityCash & Equity
17. Share-based payments
Share-based incentive plan for the group’s key employees
2021, 2022 and 2023
The prerequisite for participating in the plan is that a participant
acquires the company´s series A shares up to the number
determined by the Board of Directors. In order to implement
the plan, the Board of Directors decided on a share issue
against payment directed to the target group. Approximately
40 persons, including the CEO and other Martela’s Management
Team members, belong to the target group of the plan. The
Changes during the period 2023Earning period 2021 Earning period 2022 Earning period 20231 Jan 2023 Outstanding at the beginning of the 153,014 154,486157,046reporting period, pcsChanges during the periodGrantedForfeited46,742Shares given 23,305107,744Lost during the period 129,709 157,046Outstanding at the end of the period 000Effects from the share based incentive programme on the financial year 2022 (EUR 1 000)20232022Expenses for the financial year, share-based payments, equity settled43,612231,460
IFRS 2 requires an entity to measure the award at its fair value and recognised over the vesting period.
The award is recognised in equity in its full extent. The fair value of the share-based scheme when granted
was the value of a company’s share, EUR 2.85 per share (6.5.2021) and EUR 2.71 per share (23.6.2022).
Performance-based Matching Share Plan 2021–2023 consists of
three performance periods, covering the financial years of 2021,
2022 and 2023, respectively.
In the plan, the target group is given an opportunity to earn
Martela Corporation series A shares based on performance and
on their personal investment in Martela Corporation series A
shares.
The Board of Directors decides on the plan’s performance
criteria and targets to be set for each criterion at the beginning
of a performance period. During the performance period 2023,
the rewards are based on the Group’s Earnings before Interest
and Taxes (EBIT). The potential rewards based on the plan will
be paid after the end of each performance period.
The rewards to be paid based on the plan will amount to an
approximate maximum total of 718,000 Martela Corporation
series A shares including also the proportion to be paid in cash.
The cash proportions of the rewards are intended for covering
taxes and tax-related expenses arising from the rewards to the
participants.
MARTELA ANNUAL REPORT 2024 38
MARTELA 2024 CEO’S REVIEW OPERATING ENVIRONMENT FINANCIAL STATEMENTS GOVERNANCE
18. Financial liabilities
(EUR 1000)31 Dec 2024 31 Dec 2023Non-currentDerivatives designated as hedging instruments58 36Lease liabilities13,446 13,776Total13,50413,812CurrentLoans from financial institutions4,4041,207Derivatives designated as hedging instruments015Lease liabilities2,8433,065Total7,2474,287
Current loans consist of factoring loan in 2024.
More information in note 23 Pledges granted and contingent liabilities.
More inforamation on Derivatives designated as hedging instruments is given in note 12 and 22.
(EUR 1000)31 Dec 202431 Dec 2023Lease liabilities are payable as follows:Lease liabilitiesLease liabilitiesLease liabilities - total amount of minimum lease paymentsNo later than one year3,4223,672Later than one year and no later than five years9,5858,777Later than five years5,7247,246Total18,73119,695Lease liabilities - present value of minimum lease paymentsNo later than one year2,8433,065Later than one year and no later than five years8,1317,159Later than five years5,3146,617Total16,28816,841Unearned finance expense2,4432,854
Non-cash changesFair value of Derivatives designated as Transfer between Lease Lease Changes in net debt 2024 (EUR 1 000)31 Dec 2024 Cash flowshedging instrumentsgroupsliabilities increaseliabilities decrease 31 Dec 2024Long-term liabilities total 13,812 022 -2,634 2,304 0 13,504Short-term liabilities total 4,287 3,198-15 2,624 994 -3,841 7,247Total liabilities from the financing activities 18,099 3,1987 -10 3,298
-3,841 20,751
Non-cash changesFair value of Derivatives Lease designated as Transfer between liabilities Lease liabilities Changes in net debt 20231 Jan 2023 Cash flowshedging instrumentsgroupsincreasedecrease 31 Dec 2023Long-term liabilities total 14,685028 -2,485 1,584 0 13,812Short-term liabilities total 4,612-417-54 2,644 1,063 -3,561 4,287Total liabilities from the financing activities 19,297-417-26 159 2,647 -3,561 18,099
(EUR 1000)31 Dec 2024 31 Dec 2023Amounts recognised in profit or loss (EUR 1 000)Interest on lease liabilities-673 -694Expenses related to short-term leases-1,049 -985
MARTELA ANNUAL REPORT 2024 39
MARTELA 2024 CEO’S REVIEW OPERATING ENVIRONMENT FINANCIAL STATEMENTS GOVERNANCE
19. Pension obligations
Martela’s defined benefit plans concern its operations in Finland.
The arrangements are made through insurance companies. The
plans are partly funded.
On the balance sheet, the commitment to those insured is
presented as a pension liability, and the part of this liability that
falls under the responsibility of insurance company is presented
Changes in defined benefit liabilityPresent value of the defined benefit liability Fair value of the funds included in the plan Net debt of the defined benefit liability(EUR 1000)2024 2023 2024 2023 2024 20231 Jan 1,081 1,380-1,067 -1,364 13 16Recognised in profit or lossService cost in the period 30 4029 40Past service cost 0 00 0Interest expense or income 4151-41 -52 0 -1Settlements -24-35724 35747-266-17 305 29 39Recognised in other comprehensive incomeItems resulting from remeasurement:Gains (-) or losses (+) resulting from changes in demo-graphical assumptions 000 0Actuarial gain (-) and losses (+) resulting from changes in 48-848 -8financial assumptionsExperience based profits (-) or losses (+) 42-1542 -15Return on the funds included in the plan, excluding items in -76 53 -76 53interest expenses or income (+/-)90-23-76 53 15 30Other itemsEmployer's payments (+) 00-65 -71 -65 -71Benefits paid 0-100 10 0 00-10-65 -61 -65 -7131 Dec 1,2181,081-1,225 -1,067 -8 13
The Group anticipates that it will pay a total of EUR 40 thousand to defined benefit
pension plans in the financial period of 2025.
as an asset. As the funds belong to the insurance companies,
they cannot be itemised in Martela’s consolidated financial
statements.
In insurance arrangements, the amount of funds is calculated
using the same discount rate used for the determination of
pension liabilities. This means that a change in discount rate
does not pose a significant risk. In addition, an increase in life
expectancy does not pose a significant risk for Martela, as
insurance companies will bear most of the impact of this.
The pensions are fixed to 2017 salary levels and accounted for
accordingly.
Sensitivity analysis
The following table illustrates the effects of changes in the most significant actuarial
assumptions on the funds related to the defined benefit pension liability and plans.
Defined benefit liability Fair value of the funds included in the planEffect of a change in the assumption employed The assumption is The assumption is growinggrowingDiscount rate (0.5% change) -6,0%-5,7%Increase in salaries (0.5% change) N/AN/AMorality rate (a change of 5% points) -0,9%-0,9%The weighted average of the duration of the plans is 13.8 years.
MARTELA ANNUAL REPORT 2024 40
MARTELA 2024 CEO’S REVIEW OPERATING ENVIRONMENT FINANCIAL STATEMENTS GOVERNANCE
20. Provisions
(EUR 1000)31 Dec 2024 31 Dec 2023Long-term provisions 292 269Short-term provisions73 67Total366 337Provisions 1 Jan337286Net change in provisions2950Provisions 31 Jan 366337
The normal warranty for standard Martela produced products is five years.
The warranty provision has been calculated as an estimate of the five year warranties for
Martela products and the sale of Martela products.
21. Current liabilities
(EUR 1000)31 Dec 2024 31 Dec 2023Financial liabilities7,247 4,287Advances received8,524 7,850Trade payables14,368 9,440Total30,14021,577
Accrued liabilities and prepaid income ofPersonnel expenses3,9264,243Royalties180214Residual expenses2,2562,331Other41Total6,3666,789Other current liabilities3,5073,507Other3,5073,507Provisions*7367Current liabilities39,63631,941
*For more information see note 20.
22. Management of financial risks
Financial risks are unexpected exceptions relating to exchange
rates, liquidity, customer liquidity, investments and interest rates.
The objective of financial risk management is to ensure that the
company has sufficient financing on a cost-efficient basis and
to reduce the adverse effects of financial market fluctuations
on the Group’s result and net assets. The general principles of
risk management are approved by the Board of Directors and the
practical implementation of financial risk management is on the
responsibility of the parent company’s financial administration.
Market risks
Market risks comprise the following three risks: Currency risk,
interest rate risk and price risk. The associated fluctuations in
exchange rates, market interest rates and market prices may
lead to changes in the fair value of financial instruments and
in the future cash flows and hence they impact the result and
balance sheet of the Group.
The increased volatility in electricity price 2023 and 2024
has led to the decision to enter into contracts for electricity
derivatives.
Currency risks
The Group has operations in Finland, Sweden, Norway and
Poland and it is therefore exposed to currency that arise in
intra-group transactions, exports and imports, the financing of
foreign subsidiaries and equity that is denominated in foreign
currencies. Translation risks result from incoming cash flows
denominated in foreign currencies. Translation risk arise when
the value of the capital invested in the parent company’s foreign
subsidiaries, annual profits and loans change as a result of
exchange rate fluctuations.
Transaction risks
Martela’s major trading currencies are EUR, SEK, NOK and
PLN. The SEK, NOK and PLN currency positions are reviewed
mainly on a half-yearly basis. The Group’s policy is to hedge the
net positions remaining after reconciliation if seen necessary.
The Group has not hedged against transaction risks during the
financial periods of 2024 and 2023.
The following table presents currency risks per instrument and currency.
Transaction risks per instrument and currency 31 Dec 2024(EUR 1000)EUR SEK NOKTrade receivables 02,257 1,743Trade payables 01321 257Total 03,578 2,000
Transaction risks per instrument and currency 31 Dec 2023 (EUR 1 000)EUR SEK NOKTrade receivables 02,2361,702Trade payables 064240Total 02,8781,742
The impact of other currencies is minor.
MARTELA ANNUAL REPORT 2024 41
MARTELA 2024 CEO’S REVIEW OPERATING ENVIRONMENT FINANCIAL STATEMENTS GOVERNANCE
Analysis of sensitivity to transaction risk
The following table presents the average impact of 10% change
in exchange rates on 31 December on the company’s financial
result before taxes and capital for 2024 (2023).
Analysis of sensitivity to transaction risk (EUR 1 000)Impact on result31 Dec 2024EUR+/- 0SEK+/- 358NOK+/- 200
Analysis of sensitivity to transaction risk (EUR 1 000)Impact on result31.12.2023EUR+/- 0SEK+/- 288NOK+/- 174
The estimates are based on the assumption that no other
variables change.
Interest rate risks
The following table presents the distribution of the Group’s financial
instruments into fixed interest rate and variable interest rate on the
balance sheet date.
Financial instruments (EUR 1000)31 Dec 2024 31 Dec 2023Fixed rateLease liabilities 16,28816,841Financial liabilities incl derivatives 4,4621,258Total 20,75118,099
Price risk
Available-for-sale shares included in financial assets are not
deemed subject to resale price risk.
Credit risk
Credit risk arises from the possibility that a counterparty
will not meet its contractual payment obligations. Hence the
seriousness of the risk is determined on the basis of the
counterparty’s creditworthiness. The objective of credit risk
management is to minimise the losses that would arise should
the counterparty not meet its obligations.
The turnover and maturity structure of Group’s companies trade
receivables are reported monthly and are monitored by the
parent company’s financial management.
The principles of credit risk management are confirmed by
Martela’s Board of Directors. Risk management is based on
the authorisations given to the organisation.
Credit risks related to the company’s trade and other receivables
are minimised by using short terms of payment, effective
collection measures and accounting for the counterparty’s
creditworthiness. Supply agreements are used when the
customer company is unknown and the available credit
information is insufficient. In this context a supply agreement
is an agreement which secures and receivables arising from an
order by withholding the right of ownership with Martela Oyj
until the customer has paid the sale price in full.
Supply agreements are only used in sales in Finland. A customer
may also be required to make prepayment before sold products
are delivered if it is considered necessary in light of the potential
credit risk associated with the customer. Counterparties
may also be granted to credit limits. The creditworthiness
of customers is monitored regularly on the basis of payment
history and credit rating.
Collateral may be required from certain customers based on
their creditworthiness and in the case of exports, for example,
Martela may use confirmed irrevocable Letters of Credit.
The book value of financial assets corresponds to the maximum
amount of the credit risk.
The maximum financial asset credit risk amount on the balance sheet date 31 December is presented in the following table:
Maximum financial asset credit risk (EUR 1 000))2024 2023Non-current loan receivables 567532Trade receivables and other receivables 18,64519,115Cash and cash equivalents 3,9035,053Total 23,11424,700
See note 15 for additional information on trade receivables and
the related credit loss provisions.
MARTELA ANNUAL REPORT 2024 42
MARTELA 2024 CEO’S REVIEW OPERATING ENVIRONMENT FINANCIAL STATEMENTS GOVERNANCE
Liquidity risks
The group aims to constantly evaluate and monitor the amount
of financing required by the business, so that the group has
enough liquid assets to finance operations, including long-term
commitments - such as leases - to fulfill obligations. In addition,
the group aims to continuously maintain sufficient liquid assets
with the help of effective cash management solutions, such as
cash reserve and working capital optimization. The refinancing
risk is managed in part by using several leasing and rental
contract partners in financing operations. Sudden changes in
the financial market or in Martela’s operating environment may
negatively affect the group’s liquidity and how the company is
able to meet its payment obligations. In addition, the profitability
of the group’s business and the cash flow of the business affect
the development of the group’s liquidity.
Cash and cash equivalent at the year-end 2024 were EUR 3,903 thousand.
Contractual cash flows mature as follows (EUR 1 000):2025 2026 2027 2028 2029 Later Total Balance sheet valueLease liabilities 3,4222,912 2,648 2,313 1,712 5,724 18,731 16,288Trade payables 14,36814,368 14,368Total 17,7902,912 2,648 2,313 1,712 5,724 33,099
Cash and cash equivalent at the year-end 2023 were
EUR 5,053 thousand.
Contractual cash flows mature as follows (EUR 1 000):2024 2025 2026 2027 2028 Later Total Balance sheet valueLease liabilities 3,6722,698 2,171 2,009 1,900 7,246 19,695 16,841Trade payables 9,4409,440 9,440Total 13,1122,698 2,171 2,009 1,900 7,246 29,135
The business environment has been very challenging in 2023
and 2024. As a result the profitability and cash flow has been
weak and the liquidity situation has tightened, especially in the
last half of 2024. The group has systematically implemented
measures to improve profitability and cash flow.The efficiency of
the group’s working capital circulation has begun to be improved,
Management of capital structure
It is the Group’s objective to ensure an effective capital structure
that will secure its operating capacity in the capital markets in
all circumstances irrespective of volatility. The Group’s Board of
Directors assess the capital structure on a regular basis,
The Group uses the equity ratio to monitor its capital structure.
The equity ratio formula is presented in the following table:
Equity ratio31 Dec 2024 31 Dec 2023Shareholders' equity1,159 9,558Balance sheet total - advance payments46,143 47,836Equity to assets ratio %2.5 20.0
with the aim of e.g. increasing the turnover rate of inventories
and accelerating the invoicing frequency. Improving the
circulation of working capital supports operational profitability.
However the risks related to liquidity have increased compared
to the previous year.
MARTELA ANNUAL REPORT 2024 43
MARTELA 2024 CEO’S REVIEW OPERATING ENVIRONMENT FINANCIAL STATEMENTS GOVERNANCE
Holding (%) Of votes (%) Production Group structureDomicile31 Dec 202431 Dec 2024 Sales companyFinland x xcompanyParent companyMartela Oyj100 100 x xSubsidiariesKidex OyFinlandMuuttopalvelu Grundell OyFinland100 100 xMartela AB, NässjöSweden100 100 xAski Avvecklingsbolag AB, MalmöSweden100 100Martela AS, OsloNorway100 100 x x100 100 xTehokaluste OyMartela Sp.z o.o., VarsovaPoland
24. Related party transactions
Martela Group’s related party transactions comprise the CEO,
members of the Board and the Group Management Team, as well
as their family members. Martela Group’s related parties also
include a shareholder who holds at least 20% of the company’s
total number of votes.
Members of the Board own a total of 18,142 shares (18,142) and
hold a total of 0.4% (0.4%) of the shares and 0.4% (0.4%) of
the votes. Persons in the management own a total of 150,295
(109,191) Martela Corporation shares as at December 31, 2024.
As part of the implementation of the Performance-based
Matching Share Plan, described in note 17, the Board of Directors
has resolved to grant plan participants interest-bearing loans
to finance the acquisition of the company’s shares. Maximum
amount of the loan is 70% of the participant´s investment in
shares. Loan is to be repaid the latest by December 31, 2027 and
interest is 12-month Euribor, however not below 0%. Management
has been granted loan in total EUR 173,927.66 (137,888.02), of
which EUR 81,889.99 (69,999.93) has been granted to CEO and
other management EUR 92,037.67 (67,888.09).
Management employee benefits
The Group has determined key persons in management to be:
Members of the Board of Directors
CEO
Group’s Management Team
(EUR 1000)2024 2023Management employee benefitsSalaries and other short-term employee benefits-1,175 -1,184Share-based benefits0 -121Total-1,175 -1,305Salaries and feesthe Board members-167 -162CEO-240 -314the Management Team members (excl. CEO)-768 -829Total-1,175 -1,305
Fees paid to the Board members:2024 2023Martela Eero -23.8 -23.4Mattsson Jan-23.8 -23.4Mellström Katarina *)- 7. 9 -23.4Mild Johan-46.0 -45.1Vepsäläinen Anni -23.8 -23.4Mattila Hanna-23.8 -23.4Jacob Kragh **)-17.9 0.0Total-167.0 -161.9
*)Member of the Board until Q1 2024.
**)Member of the Board from Q2 2024.
Fees based on the Board membership are not paid to members employed
by the company.
Salaries, fees and pension commitment to CEO2024 2023Salaries and fees-240 -314Statutory earnings-related pension payment (TyEL) on salaries-58 -65
Salaries include also share-based incentives.
The period of notice is 6 months with respect to both the present CEO and the company, and in the event of
dismissal by the company, the CEO is entitled, besides of the notice period, to a lump-sum compensation equalling
hies salary for 6 months. CEO and the Group Management Team has long term share-based incentive programme,
in which is possible to receive Martela A shares when the set targets are met.
More information in note 17 Share-based payments.
23. Pledges granted and contingent liabilities
(EUR 1000)31 Dec 2024 31 Dec 2023Debts secured by mortgages0 0Corporate mortgages9,809 9,895Total mortgages9,809 9,895Other pledgesGuarantees as security for rents898854CommitmentsRent commitments323589Factoring debts which customer receivables as guarantee4,4041,207Factoring receivables as guarantee5,0951,608
The table below presents the employee benefits received by key persons in management.
Employee benefits are presented with the accrual method.
MARTELA ANNUAL REPORT 2024 44
MARTELA 2024 CEO’S REVIEW OPERATING ENVIRONMENT FINANCIAL STATEMENTS GOVERNANCE
25. Key financial indicators for the Group
Martela Group 2020-2024
2024 2023 2022 2021 2020
Revenue meur
86.7 94.4 106.7 91.9 88.4
Change in revenue %
-8.2 -11.5 16.1 4.0 -16.8
Export and operations outside Finland meur
20.5 27.1 34.5 22.1 16.3
In relation to revenue %
23.7 28.8 32.3 24.1
18.5
Exports from Finland meur
20.1 2 7. 7 34.2 21.9
16.1
Gross capital expenditure meur
0.4 2.3 0.9 0.4
1.2
In relation to revenue %
0.4 2.4 0.8 0.4
1.4
Depreciation meur 7. 1 6.8 5.8 5.4 6.5
Research and development *) meur
1.3 1.6 1.6 1.6
1.4
In relation to revenue *) %
1.5 1.7 1.5 1.7
1.6
Personnel on average
372 403 403 419
451
Change in personnel %
- 7. 7 0.0 -3.9 -7.1
-8.7
Personnel at the end of year
360 386 400 400
435
of which in Finland
302 312 324 326
362
Profitability
Operating profit meur
-6.5 -2.4 2.5 -1.3
-4.0
In relation to revenue %
-7.5 -2.5 2.3 -1.4
-4.5
Profit before taxes meur
-8.2 -3.3 1.3 -2.3
-4.8
In relation to revenue %
-9.5 -3.5 1.3 -2.5
-5.4
Profit for the year meur
-8.7 -3.5 2.6 -2.4
-4.8
In relation to revenue %
-10.0 -3.7 2.4 -2.6
-5.4
Revenue / employee teur
233 234 265 219
196
Return on equity %
-362.6 -31.3 20.8 -21.3
-34.7
Return on investment %
-25.4 -7.5 9.1 -4.7
-13.2
Finance and financial position
Balance sheet total meur
54.7 55.7 62.3 51.1
52.1
Equity meur
1.2 9.6 13.9 10.8
11.6
Interest-bearing net liabilities meur
16.9 13.1 8.1 8.1
4.3
In relation to revenue %
19.5 13.9 7. 5 8.8
4.9
Equity ratio %
2.5 20.0 24.7 22.2
23.3
Gearing %
1,455.2 137.2 58.6 74.8
36.5
Net cash flow from operations meur
0.1 0.3 2.1 -3.4
5.7
Dividends paid meur
0.0 0.5 0.0 0.0
0.0
*) The figures for the comparison years 2020-2022 have been adjusted in relation to the previously published due to reclassification.
26. Key share-related figures
2024 2023 2022 2021 2020Earnings per share EUR-1.87 -0.77 0.57 -0.53 -1.16Earnings per share (diluted) EUR-1.87 -0.77 0.57 -0.53 -1.16Share par value EUR1.51 1.53 1.55 1.55 1.68Dividend EUR0.00*) 0.00 0.10 0.000.00Dividend/earnings per share %0.00*) 0.00 17.69 0.000.00Effective dividend yield %0.00 0.00 0.04 0.000.00Equity per share EUR0.25 2.09 3.07 2.392.81Price of A share 31 Dec EUR 0.85 1.28 2.45 2.29 3.09Share issue-adjusted number of shares tpcs4,639.21 4,573.50 4,519.61 4,508.044,155.60Average share-issue adjusted number of shares tpcs4,639.21 4,573.50 4,519.61 4,508.044,155.60Price/earnings ratio-0.45 -1.67 4.34 -4.32-2.66Market value of shares **) meur3.94 5.85 11.07 10.2912.80
*) Proposal by the Board of Directors for year 2024
**) Price of A shares used as value of K shares
MARTELA ANNUAL REPORT 2024 45
MARTELA 2024 CEO’S REVIEW OPERATING ENVIRONMENT FINANCIAL STATEMENTS GOVERNANCE
Formulas to key figures
Earnings / share =
Profit attributable to equity holders of the parent
Average share issue-adjusted number of shares
Price /earnings multiple (P/E) =
Share issue-adjusted share price at year-end
Earnings / share
Equity / share, EUR =
Equity attributable to the equity holders of the parent
Share issue-adjusted number of shares at year-end
Dividend / share, EUR =
Dividend for the financial year
Share issue-adjusted number of shares at year-end
Dividend / earnings, % =
Dividend / share x 100
Earnings / share
Effective dividend yield, % =
Share issue-adjusted dividend / share x 100
Share issue-adjusted share price at the year-end
Market value of shares, EUR =
Total number of shares at year end x share price on the balance sheet date
Return on equity, % =
Profit/loss for the financial year x 100
Equity (average during the year)
Return on investment, % =
(Pre-tax profit/loss + interest expenses + other financial items) x 100
Balance sheet total - Non-interest-bearing liabilities (average during the year)
Equity ratio, % =
Equity x 100
Balance sheet total - advances received
Gearing, % =
Interest-bearing liabilities - cash, cash equivalents and liquid asset securities x 100
Equity
Personnel on average =
Month-end average number of personnel in active employment
Interest-bearing net debt =
Interest-bearing debt - cash and other liquid financial assets
27. Shares and shareholders
Share capital
The number of registered Martela Oyj shares on December 31, 2024 was 4,639,212. The shares are divided into A and K shares.
Each A share carries 1 vote and each K share 20 votes in annual general shareholders’ meeting. Both share series
have the same dividend rights.
Martela Oyj’s shares were entered in the book-entry register on February 10, 1995. The counter-book value of
each share is EUR 1.51. (1.55). The A shares are quoted on the Small Cap list of Nasdaq Helsinki.
% of Share Distribution of shares 31 Dec 2024Number, pcs Total EURCapital Votes % of votesK shares 604,800912,569 13 12,096,000 75A shares 4,034,4126,087,431 87 4,034,412 25Total 4,639,2127,000,000 100 16,130,412 100
7. 3
6.1
The largest shareholders by number of shares K series A series Total number Number % of total 31 Dec 2024sharessharesof shares % of votesvotesMarfort Oy 292,000 232,574524,574 11.3 6,072,574 37.6Isku Inspira Oy 0 481,193481,193 10.4 481,193 3.0Martela Heikki Juhani 52,122 130,942183,064 3.9 1,173,382 Palsanen Leena Maire Sinikka 6,785 131,148137,933 3.0 266,848 1.7Palsanen Jaakko Antero 1,600 132,140133,740 2.9 164,140 1.0Aurasmaa Artti Eljas Henrikki 0 114,223114,223 2.5 114,223 0.7Kelhu Markku Juhani 0 100,000100,000 2.2 100,000 0.6Seflo Ab 0 91,76091,760 2.0 91,760 0.6Meissa-Capital Oy 0 86,48786,487 1.9 86,487 0.5Sr Nordea Nordic Small Cap 0 76,28676,286 1.6 76,286 0.5Lindholm Tuija Elli Annikki 43,122 28,22171,343 1.5 890,661 5.5Martela Pekka Kalevi 69,274 869,282 1.5 1,385,488 8.6Väätäjä Kaj Tapani 0 66,65466,654 1.4 66,654 0.4Taipale Ville Juhani 0 61,00061,000 1.3 61,000 0.4Tuuli Markku Juhani 0 60,70660,706 1.3 60,706 0.4Andersson Minna Sinikka 49,200 049,200 1.1 984,000 Martela Mari Kaarina 20,219 9,59629,815 0.6 413,976 2.6Martela Ille Ilari 13,218 8,36821,586 0.5 272,728 1.7Other shareholders 57,260 2,223,1062,280,366 49.2 3,368,306 20.9Total 604,800 4,034,4124,639,212 100 16,130,412 100
The list includes all shareholders holding over 1% of the shares
or votes. The Board of Directors hold 0.4% of shares and 0.2% of
votes.
Martela Oyj owns 1,425 pcs A shares. 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 the Annual
General Meeting on March 13, 2018. The number of treasury
shares is equivalent to 0.03% of all shares and 0.01% of all votes.
The Annual General Meeting has in 2024 re-authorised the Board
of Directors to decide, for the following year, on share issue, on
acquiring and/or disposing of the company’s shares in deviation
from the pre-emptive rights of shareholders.
The Annual General Meeting approved the Board of Directors’
proposals, detailed in the meeting notice, to authorise the Board
to acquire and/or dispose of Martela shares. The authorisation
is for a maximum 450,000 of the company’s A series shares.
MARTELA ANNUAL REPORT 2024 46
MARTELA 2024 CEO’S REVIEW OPERATING ENVIRONMENT FINANCIAL STATEMENTS GOVERNANCE
Breakdown of share ownership by number of shares held 31 Dec 2024
Number of % of total Number Number Shares, pcsshareholdersshareholdersof shares %of votes % of Votes1–500 2,241 78.1271,597 5.9 279,197 1.7501–1,000 269 9.4217,244 4.7 221,044 1.41,001–5,000 247 8.6606,018 13.1 838,578 5.2Over 5,000 112 3.93,533,153 76.2 14,567,593 90.3Total 2,869 100.04,628,012 99.8 15,906,412 98.6of which nominee-registered 7128,058 2.8 128,058 0.8In the waiting list and collective account 611,200 0.2 224,000 1.4Total4,639,212 100.0 16,130,412 100.0
Breakdown of shareholding by sector 31 Dec 2024
Number of % of total Number Number shareholdersshareholdersof shares %of votes % of VotesPrivate companies 93 3.21,520,919 32.8 7,068,919 43.8Financial and insurance institutions 10 0.3114,452 2.5 222,951 1.4Non-profit entities 5 0.23,161 0.1 3,161 0.0Households 2,750 95.92,851,067 61.5 8,581,467 53.2Foreign investors 11 0.410,355 0.2 29,914 0.2Total 2,869 100.04,499,954 97.0 15,906,412 98.6of which nominee-registered 7128,058 2.8 128,058 0.8In the waiting list and collective account 611,200 0.2 224,000 1.4Total4,639,212 100.0 16,130,412 100.0
MARTELA ANNUAL REPORT 2024 47
MARTELA 2024 CEO’S REVIEW OPERATING ENVIRONMENT FINANCIAL STATEMENTS GOVERNANCE
Parent Company Income Statement
(EUR 1000)
Note 1 Jan–31 Dec 2024 1 Jan–31 Dec 2023
Revenue
1
85,112
93,038
Change in inventories of finished goods and work in progress
3
1,784
289
Production for own use
317
425
Other operating income 2
666
761
Materials and services 3
-70,384
-71,696
Personnel expenses 4
-12,420
-12,956
Other operating expenses 5
-11,642
-11,889
Depreciation and impairment 6
-2,438
-2,534
Operating profit (-loss)
-9,004
-4,563
Financial income and expenses 7
-1,918
-2,931
Profit (-loss) before appropriations and taxes
-10,922
-7,494
Group contributions 8
1,600
2,000
Depreciation difference and Group contributions
1,600
2,000
Income taxes 9
0
25
Profit (-loss) for the financial year
-9,322
-5,470
MARTELA ANNUAL REPORT 2024 48
MARTELA 2024 CEO’S REVIEW OPERATING ENVIRONMENT FINANCIAL STATEMENTS GOVERNANCE
Parent Company Balance Sheet
(EUR 1000)
Note 31 Dec 2024 31 Dec 2023
ASSETS
NON-CURRENT ASSETS
Intangible assets 10
Intangible rights
1,512
1,254
Goodwill
390
520
Other long-term expenditure
612
902
Advance payments
98
1,008
2,612
3,685
Tangible assets 11
Buildings and structures
11
12
Machinery and equipment
2,371
3,011
Other tangible assets
23
23
Advance payments
82
116
2,488
3,162
Investments 12
Share is subsidiaries
9,417
9,324
Receivables from subsidiaries
3,760
3,760
Other shares and participations
0
7
13,177
13,091
CURRENT ASSETS
Inventories
Materials and supplies
5,215
6,338
Work in progress
329
237
Finished goods
3,427
1,735
Advances paid to suppliers
335
146
9,306
8,455
Non-current receivables 13
Loan receivables
567
532
Current receivables 13
Trade receivables
16,685
17,416
Loan receivables
1,600
2,000
Prepaid expenses
356
406
Accrued income
1,523
2,329
20,165
22,152
Cash and cash equivalents
3,541
4,771
51,856
55,845
(EUR 1000)
Note 31 Dec 2024 31 Dec 2023
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
1,081
995
Retained earnings
15,377
20,847
Profit for the year
-9,322
-5,470
Total
15,263
24,500
Compulsory reservations
Other compulsory reservations
366
269
LIABILITIES
Non-current 15
Accrued liabilities and prepaid income
143
128
143
128
Current 16
Loans from financial institutions
4,404
1,207
Advances received
524
289
Trade payables
22,083
18,070
Accrued liabilities and prepaid income
6,194
7,874
Other current liabilities
2,880
3,508
36,085
30,947
Liabilities, total
36,227
31,076
51,856
55,845
MARTELA ANNUAL REPORT 2024 49
MARTELA 2024 CEO’S REVIEW OPERATING ENVIRONMENT FINANCIAL STATEMENTS GOVERNANCE
Parent Company’s Cash Flow Statement
(EUR 1000)
1 Jan–31 Dec 2024 1 Jan–31 Dec 2023
CASH FLOW FROM OPERATING ACTIVITIES
Profit (-loss) before appropriations and taxes
-10,922
-7,494
Depreciation and impairment
2,438
2,534
Unrealized exchange rate gains and losses
161
107
Financial income and expenses
1,979
3,054
Other adjustments and income and expense non-cash
-255
-24
Cash flow before change in working capital
-6,600
-1,823
Change in working capital
Non-interest-bearing receivables, increase (-) / decrease (+)
562
-704
Inventories, increase (-) / decrease (+)
-851
1,833
Non-interest-bearing liabilities, increase (+) / decrease (-)
3,733
-1,742
Cash flow before financial items and taxes
-3,156
-2,436
Interest and other financial items paid
-659
-286
Interest and other financial items received
35
31
Income tax paid
0
-157
Net cash from operating activities (A)
-3,781
-2,848
CASH FLOWS FROM INVESTING ACTIVITIES
Capital expenditure on tangible and intangible assets
-377
-2,166
Investments on subsidiary shares
-314
-132
Net Cash used in investing activities (B)
-690
-2,298
CASH FLOWS FROM FINANCING ACTIVITIES
Paid share issue
43
0
Proceeds from current loans
3,198
0
Repayments of current loans
0
-417
Dividends and other profit distribution
0
-452
Net cash used in financing activities (C)
3,241
-869
CHANGE IN CASH AND CASH EQUIVALENTS (A+B+C) (+ increase,
- decrease)
-1,230
-6,016
Cash and cash equivalent at the beginning of financial year *)
4,771
10,787
Cash and cash equivalent at the end of financial year *)
3,541
4,771
*) Includes cash and bank receivables
MARTELA ANNUAL REPORT 2024 50
MARTELA 2024 CEO’S REVIEW OPERATING ENVIRONMENT FINANCIAL STATEMENTS GOVERNANCE
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 balance 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 balance sheet financial items, such as
loans, are recognised in exchange rate differences
of finance. Shareholders 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.
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 calculated on a straight line basis according to
the estimated useful life. The change in accumulated
depreciation 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 per cent 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 production.
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. The amount of
the unrecorded deferred tax asset arising from the
loss to be confirmed for the financial year is EUR
1,544 thousand.
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 (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 2024,
2025 and 2026, 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
366 thousand) has been calculated as an estimate
of the five-year warranties for Martela products and
the sale of Martela products.
MARTELA ANNUAL REPORT 2024 51
MARTELA 2024 CEO’S REVIEW OPERATING ENVIRONMENT FINANCIAL STATEMENTS GOVERNANCE
1. Breakdown of revenue by market area, % of revenue
% of revenue
2024 2023
Finland
76 71
Scandinavia
16 18
Other
8 11
Total
100
100
2. Other operating income
(EUR 1000)
2024 2023
Rental income
43 50
Other operating income
30 77
Other operating income, Group
593 634
Total
666
761
3. Materials and services
(EUR 1000)
2024 2023
Purchasing during the financial year
-50,862 -52,534
Change in inventories of materials and suppliers
-1,123 -2,121
External services
-16,614 -16,752
Materials and supplies, total
-68,600
-71,408
4. Personnel expenses and number of personnel
(EUR 1000)
2024 2023
Salaries, CEO
-240 -314
Pension expenses
-58 -65
Salaries of the Board and directors
-167 -162
Salaries of the Board and directors and managing director, total
-465
-541
Other salaries
-9,967
-10,277
Pension expenses
-1,749
-1,756
Other salary-related expenses
-240
-383
Personnel expenses in the income statement
-12,420
-12,956
Fringe benefits
-122
-253
Total
-12,542
-13,209
Personnel
Personnel on average, workers
44
49
Personnel on average, officials
136
148
Personnel on average, total
180
197
Personnel at the year end
179
192
Salaries of the Board and directors are not income subject to pension.
5. Other operating expenses
(EUR 1000)
2024 2023
Auditor's fees
Auditing
-184 -173
Other services
0 -18
Auditor's fees, total
-184
-191
6. Depreciation and write-down
(EUR 1000)
2024 2023
Depreciation according to plan
Intangible assets
-1,230 -1,412
Tangible assets
Buildings and structures
-2
-1
Machinery and equipment
-1,207
-1,121
Depreciation according to plan, total
-2,438
-2,534
Depreciations and impairments, total
-2,438
-2,534
7. Financial income and expenses
(EUR 1000)
2024 2023
Financial income and expenses
Interest income from short-term investments
35 29
Interest income from short-term investments from Group companies
0 3
Foreign exchange gains
96
549
Interest expenses
-255
-131
Dividends from Group companies received
361
0
Losses on foreign exchange
-289
-448
Other financial expenses
-344
-147
Impairment
-1,523
-2,785
Total
-1,918
-2,931
Based on the goodwill testing write-down of Martela AB shares EUR 842 thousand
and Martela AS shares EUR 674 thousand.
8. Depreciations and Group contributions
(EUR 1000)
2024 2023
Appropriations
Group contributions, received
1,600 2,000
Group contributions total
1,600 2,000
Appropriations, total
1,600
2,000
MARTELA ANNUAL REPORT 2024 52
MARTELA 2024 CEO’S REVIEW OPERATING ENVIRONMENT FINANCIAL STATEMENTS GOVERNANCE
10. Intangible assets
1 Jan–31 Dec 2024 (EUR 1000)
Intangible
rights Goodwill
Other long-
term expenses
Work in
progress
Intangible
assets total
Acquisition cost 1 Jan
6,338 9,200 12,471 1,008 29,018
Increases
1,067 0 0 212 1,279
Decreases
0 0 0 -1,122 -1,122
Acquisition cost 31 Dec
7,405 9,200 12,471 98 29,174
Accumulated depreciation 1 Jan
-5,086 -8,680 -11,567 0 -25,333
Depreciation for the year 1 Jan 31 Dec
-810 -130 -290 0 -1,230
Accumulated depreciation 31 Dec
-5,895 -8,810 -11,856 0 -26,563
Carrying amount 1 Jan
1,254 520 902 1,008 3,685
Carrying amount 31 Dec
1,512 390 612 98 2,612
1 Jan–31 Dec 2023 (EUR 1000)
Intangible
rights Goodwill
Other long-
term expenses
Work in
progress
Intangible
assets total
Acquisition cost 1 Jan
5,425 9,200 12,471 636 27,732
Increases
914 0 0 2,071 2,985
Decreases
0 0 0 -1,698 -1,698
Acquisition cost 31 Dec
6,338 9,200 12,471 1,008 29,018
Accumulated depreciation 1 Jan
-4,501 -8,550 -10,872 0 -23,923
Depreciation for the year 1 Jan–31 Dec
-585 -130 -695 0 -1,409
Accumulated depreciation 31 Dec
-5,086 -8,680 -11,567 0 -25,332
Carrying amount 1 Jan
925 650 1,597 636 3,808
Carrying amount 31 Dec
1,254 520 902 1,008 3,685
9. Income taxes
(EUR 1000)
2024 2023
Income taxes from operations
0 0
Taxes from previous years
-25 25
Total
-25 25
Deferred tax liabilities and assets are not included in the income statement or balance sheet.
The total deferred tax asset arising from confirmed losses is EUR 518 thousand.
11. Tangible assets
1 Jan–31 Dec 2024 (EUR 1000)
Buildings
Machinery
and
equipment
Other
tangible
assets
Work in
progress Total
Acquisition cost 1 Jan
8,784 17,210 23 116 26,133
Increases
0 567 0 126 693
Decreases
0 -137 0 -159 -137
Acquisition cost 31 Dec
8,784 17,640 23 82 26,529
Accumulated depreciation 1 Jan
-8,771 -14,198 0 0 -22,970
Accumulated depreciation on decreases
0 137 0 137
Depreciation for the year 1 Jan–31 Dec
-2 -1,207 0 0 -1,208
Accumulated depreciation 31 Dec
-8,773 -15,268 0 0 -24,041
Carrying amount 1 Jan
12 3,011 23 116 3,163
Carrying amount 31 Dec
11 2,371 23 82 2,488
1 Jan–31 Dec 2023 (EUR 1000)
Buildings
Machinery
and
equipment
Other
tangible
assets
Work in
progress Total
Acquisition cost 1 Jan
8,770 15,943 23 88 24,825
Increases
13 1,267 0 95 1,374
Decreases
0 0 0 -68 -68
Acquisition cost 31 Dec
8,784 17,210 23 115 26,132
Accumulated depreciation 1 Jan
-8,770 -13,074 0 0 -21,845
Depreciation for the year 1 Jan–31 Dec
-1 -1,124 0 0 -1,125
Accumulated depreciation 31 Dec
-8,771 -14,198 0 0 -22,970
Carrying amount 1 Jan
0 2,869 23 88 2,980
Carrying amount 31 Dec
12 3,011 23 116 3,163
Carrying amount of production machinery and equipment in 2024 was EUR 20 thousand (28 in 2023).
MARTELA ANNUAL REPORT 2024 53
MARTELA 2024 CEO’S REVIEW OPERATING ENVIRONMENT FINANCIAL STATEMENTS GOVERNANCE
12. Investments
1 Jan–31 Dec 2024 (EUR 1000)
Subsidiary
shares
Other
shares and
participations
Share-
holder loan
receivables Total
Balance sheet value at beginning of year
9,324 7 3,760 13,091
Increases
1,609 0 0 1,609
Decreases / Impairment
-1,516 -7 0 -1,523
Balance sheet value at end of year
9,417 0 3,760 13,177
1 Jan–31 Dec 2023 (EUR 1000)
Subsidiary
shares
Other
shares and
participations
Share-
holder loan
receivables Total
Balance sheet value at beginning of year
10,907 7 3,895 14,809
Increases
1,202 0 0 1,202
Decreases / Impairment
-2,785 0 -135 -2,920
Balance sheet value at end of year
9,324 7 3,760 13,091
Subsidiary shares
Parent
company’s
holding, %
Of total
votes, %
Number of
shares
Par value
(1,000)
Book value
(EUR 1,000)
Kidex Oy
Suomi 100 100 200 2,208 teur 2,208
Muuttopalvelu Grundell Oy
Suomi 100 100 100 8 teur 4,440
Martela AB, Nässjö
Ruotsi 100 100 50,000 10,000 tsek 584
Aski avvecklingsbolag AB, Malmö
Ruotsi 100 100 12,500 1,250 tsek 48
Martela AS, Oslo
Norja 100 100 200 13,700 tnok 2,002
Martela Sp.z o.o., Varsova
Puola 100 100 3,483 3,483 tpln 135
Tehokaluste Oy
Suomi 100 100 1 0 teur 0
Total
9,417
Other shares and participations
0
Shareholder loan receivable Martela AB EUR 3,760 thousand.
Write-down Martela AB shares EUR 842 thousand and Martela AS shares EUR 674 thousand.
13. Receivables
(EUR 1000)
2024 2023
Non-current receivables
Loan receivables
567 532
Current receivables
Receivables from Group companies
Trade receivables
781
1,756
Loan receivables
1,600
2,000
Prepaid expenses
356
406
Receivables from others
Trade receivables
15,905
15,660
Accrued income and prepaid expenses
1,523
2,329
Current receivables, total
20,165
22,152
Accrued income and prepaid expenses, main items
2024 2023
Related to personnel expenses
84
92
Related to payments in advance
539
1,422
Other accrued income or prepaid expenses
391
446
Periodization of revenue
510
369
Accrued income and prepaid expenses total
1,523
2,329
Related party loan
2024
2023
Loan 1 Jan
138
256
Increases
36
0
Decreases
0
-118
Loan 31 Dec
174
138
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% of the investment in shares. The loan will be repaid
in full on 31 December 2027, at the latest. The interest rate is
12 months euribor but not below 0%.
The loan granted to the Board of Directors is EUR 174 thousand
(138 thousand), of which the CEO loan EUR 82 thousand and others
EUR 92 thousand (138 thousand).
MARTELA ANNUAL REPORT 2024 54
MARTELA 2024 CEO’S REVIEW OPERATING ENVIRONMENT FINANCIAL STATEMENTS GOVERNANCE
14. Changes in shareholders’ equity
Distribution of shares 31 Dec 2024
Number of
shares Total EUR
% of share
capital Votes % of Votes
K-shares (20 votes/share)
604,800 925,682 13 12,096,000 75
A-shares (1 vote/share)
4,034,412 6,074,318 87 4,034,412 25
Total
4,639,212 7,000,000 100 16,130,412 100
Treasury shares
1,425
Number of shares outstanding
4,637,787
Shareholders' equity
2024 2023
Restricted equity
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
995 962
Share issue
85 0
Invested unrestricted equity fund 31 Dec
1,081 995
Retained earnings 1 Jan
15,377 21,298
Profit (-loss) for the year
-9,322 -5,470
Dividends paid
0 -452
Retained earnings 31 Dec
6,055 15,377
Shareholders' equity total
15,263 24,500
15. Non-current liabilities
(EUR 1000)
2024 2023
Accrued expenses
143 128
Total
143 128
Accrued expenses
Related to the personnel expenses
84
92
The company has purchased electricity derivatives, of which long-term liabilities 2024
amount to EUR 58 thousand (EUR 36,5 thousand) and short-term liabilities amount to
EUR 0 thousand (EUR 15 thousand).
16. Current liabilities
(EUR 1000)
2024 2023
Current liabilities
Liabilities to Group companies
Trade payables to Group companies
11,350 11,028
Accrued liabilities to Group companies
2,048
1,768
Other current liabilities Group companies
1,283
3,283
Total
14,681
16,079
Other current liabilities
Loans from financial institutions
4,404
1,207
Advances received
524
289
Trade payables
10,732
7,042
Other current liabilities
2,880
3,508
Accrued liabilities
2,863
2,824
Total
21,404
14,869
Current liabilities, total
36,085
30,947
Current liabilities are specified in notes because items are combined in Balance sheet.
(EUR 1000)
2024 2023
Personnel expenses
1,710
1,819
Royalties
151
175
Residual expenses
1,002
829
Accrued liabilities, total
2,863
2,824
The distributable equity of the parent company is EUR 7,136 thousand
in 2024.
Treasury shares held by Martela Oyj are reported as a deduction from
retained earnings. Martela Oyj owns 1,425 A shares (1,425). 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 the Annual
General Meeting on
March 13, 2018.
Market value of treasury shares on December 31, 2024 was EUR 0.85
per share (1.28), a total of EUR 1.2 thousand (1.8).
The subscription price of the directed share issue has been registered
in reserve for invested unrestricted equity Company has decided on a
paid direct share issue April 5, 2024, in which 65,717 of series A shares
have been subscribed.
The share subscription price TEUR 85, has been credited to the
company’s reserve for invested unrestricted equity. Company has
decided on a paid directed share issue March 29, 2023, in which 53,881
of series A shares have been subscribed without consideration.
The shares issued to the company have been used to pay incentives
according to the company’s incentive plan.
MARTELA ANNUAL REPORT 2024 55
MARTELA 2024 CEO’S REVIEW OPERATING ENVIRONMENT FINANCIAL STATEMENTS GOVERNANCE
17. Pledges granted and contingent liabilities
(EUR 1000)
2024 2023
Debts secured by mortgages
0 0
Corporate mortgages
7,191 7,191
Shares pledged
7,191
7,191
Other pledges
Guarantees as security for rents
898
854
Total
898
854
Other liabilities
Residual value liabilities related to the service business
3,111
2,715
Total
3,111
2,715
Leasing commitments
Falling due within 12 months
541
764
Falling due after 12 months
2,127
1,085
Total
2,668
1,849
Rent commitments
14,886 16,970
Factoring debts which customer receivables as guarantee
4,404 1,207
Factoring receivables as guarantee
5,095 1,608
Company has signed premises lease contract on May 24, 2021.
Contract is valid at least until March 31, 2029, and the monthly rent is EUR 38,655.
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 130,086.
MARTELA ANNUAL REPORT 2024 56
MARTELA 2024 CEO’S REVIEW OPERATING ENVIRONMENT FINANCIAL STATEMENTS GOVERNANCE
Auditor’s report
(Translation of the Finnish original)
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, 2024. The financial statements
comprise the consolidated balance sheet, statement
of comprehensive income, statement of changes in
equity, statement of cash flows and notes, including
material accounting policy information, 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, financial performance and cash flows in
accordance with IFRS Accounting Standards 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 financial
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 the
Financial Statement
s section of our report.
We are independent of the parent company and
of the group companies in accordance with the
ethical 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
regarding 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 provide 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
consideration of whether there was evidence of
management bias that represented a risk of material
misstatement due to fraud.
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 IFRS Accounting Standards 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 responsible 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
applicable, 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 liquidate the parent company or the
group or cease operations, or there is no realistic
alternative but to do so.
MARTELA ANNUAL REPORT 2024 57
MARTELA 2024 CEO’S REVIEW OPERATING ENVIRONMENT FINANCIAL STATEMENTS GOVERNANCE
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
includes 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 evidence 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 involve 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 procedures that are appropriate in the
circumstances, but not for the purpose of
expressing an opinion 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 estimates and related disclosures made
by management.
• Conclude on the appropriateness of the Board
of Directors’ and the Managing Director’s use
of the going concern basis of accounting and
based on the audit evidence obtained, whether
a material uncertainty 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 exists, 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 conditions 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.
• Plan and perform the group audit to obtain
sufficient appropriate audit evidence regarding the
financial information of the entities or business
units within the group as a basis for forming an
opinion on the group financial statements. We
are responsible for the direction, supervision and
review of the audit work performed for purposes 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 relevant 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, related 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 regulation precludes public disclosure
about the matter or when, in extremely rare
circumstances, we determine that a matter should
Key Audit Matter
How our audit addressed the Key Audit Matter
Revenue Recognition
We refer to the Group’s accounting policies and note 1.
Our audit procedures to address the risk of material misstatement
in respect of revenue recognition included among others:
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 also determined to be a significant risk of
material misstatement referred to in EU Regulation No 537/2014,
point (c) of Article 10(2).
• 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 in parent company’s
balance sheet
We refer to parent company’s accounting policies a
nd notes 7 and 12.
Our audit procedures to address the risk of material misstatement
in respect of valuation of subsidiary shares and receivable included
among others:
As of balance sheet date December 31, 2024 the subsidiary shares
and receivable amounted to 13,2 M€ corresponding to 25% of parent
company’s total assets and 54% of parent company’s equity.
The management of the parent company prepares annually
impairment calculation for balance sheet value of the investments
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 a write down amounting to 0,8 M€ was recorded to
Swedish subsidiary shares and a write down amounting to 0,7
M€ was recorded to Norwegian subsidiary shares in the financial
statements 2024.
• 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.
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).
MARTELA ANNUAL REPORT 2024 58
MARTELA 2024 CEO’S REVIEW OPERATING ENVIRONMENT FINANCIAL STATEMENTS GOVERNANCE
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 five 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
information identified above and, in doing so,
consider whether the other information is materially
inconsistent 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 compliance
with the applicable provisions.
In our opinion, the information in the report
of the Board of Directors is consistent with the
information in the financial statements and the
report of the Board of Directors has been prepared
in compliance with the applicable provisions.
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.
Espoo 11.2.2025
Ernst & Young Oy
Authorized Public Accountant Firm
Osmo Valovirta
Authorized Public Accountant
MARTELA ANNUAL REPORT 2024 59
MARTELA 2024 CEO’S REVIEW OPERATING ENVIRONMENT FINANCIAL STATEMENTS GOVERNANCE
Independent Auditor’s report on the ESEF consolidated
financial statements of Martela Oyj
(Translation of the Finnish original)
To the Board of Directors of Martela Oyj
We have performed a reasonable assurance
engagement on the financial statements
743700M4EIEVD61PNN55-2024-12-31-fi.zip of
Martela Oyj (y-identifier: 0114891-2) that have been
prepared in accordance with the Commission’s
regulatory technical standard for the financial year
ended 31.12.2024.
RESPONSIBILITIES OF THE BOARD OF
DIRECTORS AND THE MANAGING DIRECTOR
The Board of Directors and the Managing
Director are responsible for the preparation of the
company’s report of Board of Directors and financial
statements (the ESEF financial statements) in such
a way that they comply with the requirements of the
Commission’s regulatory technical standard. This
responsibility includes:
• preparing the ESEF financial statements in
XHTML format in accordance with Article 3 of the
Commission’s regulatory technical standard
• tagging the primary financial statements,
notes and company’s identification data in the
consolidated financial statements that are included
in the ESEF financial statements with iXBRL tags
in accordance with Article 4 of the Commission’s
regulatory technical standard and
• ensuring the consistency between the ESEF
financial statements and the audited financial
statements
The Board of Directors and the Managing Director
are also responsible for such internal control as they
determine is necessary to enable the preparation
of ESEF financial statements in accordance the
requirements of the Commission’s regulatory
technical standard.
AUDITOR’S INDEPENDENCE AND
QUALITY MANAGEMENT
We are independent of the company in accordance
with the ethical requirements that are applicable
in Finland and are relevant to the engagement we
have performed, and we have fulfilled our other
ethical responsibilities in accordance with these
requirements.
The firm applies International Standard on
Quality Management (ISQM) 1, which requires the
firm to design, implement and operate a system of
quality management including policies or procedures
regarding compliance with ethical requirements,
professional standards and applicable legal and
regulatory requirements.
AUDITOR’S RESPONSIBILITIES
Our responsibility is to, in accordance with Chapter
7, Section 8 of the Securities Markets Act, provide
assurance on the financial statements that have
been prepared in accordance with the Commission’s
technical regulatory standard. We express an
opinion on whether the consolidated financial
statements that are included in the ESEF financial
statements have been tagged, in all material
respects, in accordance with the requirements of
Article 4 of the Commission’s regulatory technical
standard.
Our responsibility is to indicate in our opinion
to what extent the assurance has been provided.
We conducted a reasonable assurance engagement
in accordance with International Standard on
Assurance Engagements (ISAE) 3000.
THE ENGAGEMENT INCLUDES PROCEDURES
TO OBTAIN EVIDENCE ON:
• whether the primary financial statements in the
consolidated financial statements that are included
in the ESEF financial statements have been
tagged, in all material respects, with iXBRL tags
in accordance with the requirements of Article 4
of the Commission’s regulatory technical standard
and
• whether the notes and company’s identification
data in the consolidated financial statements that
are included in the ESEF financial statements have
been tagged, in all material respects, with iXBRL
tags in accordance with the requirements of
Article 4 of the Commission’s regulatory technical
standard and
• whether there is consistency between the ESEF
financial statements and the audited financial
statements.
MARTELA ANNUAL REPORT 2024 60
MARTELA 2024 CEO’S REVIEW OPERATING ENVIRONMENT FINANCIAL STATEMENTS GOVERNANCE
The nature, timing and extent of the selected
procedures depend on the auditor’s judgement.
This includes an assessment of the risk of
material deviations due to fraud or error from
the requirements of the Commission’s technical
regulatory standard.
We believe that the evidence we have obtained is
sufficient and appropriate to provide a basis for our
opinion.
OPINION
Our opinion pursuant to Chapter 7, Section 8 of the
Securities Markets Act is that the primary financial
statements, notes and company’s identification
data in the consolidated financial statements that
are included in the ESEF financial statements of
Martela Oyj 743700M4EIEVD61PNN55-2024-12-31-fi.
zip for the financial year ended 31.12.2024 have been
tagged, in all material respects, in accordance with
the requirements of the Commission’s regulatory
technical standard.
Our opinion on the audit of the consolidated
financial statements of Martela Oyj for the financial
year ended 31.12.2024 has been expressed in our
auditor’s report dated 11.2.2025. With this report
we do not express an opinion on the audit of the
consolidated financial statements nor express
another assurance conclusion.
Helsinki 12.3.2025
Ernst & Young Oy
Authorized Public Accountant Firm
Osmo Valovirta
Authorized Public Accountant
MARTELA ANNUAL REPORT 2024 61
MARTELA 2024 CEO’S REVIEW OPERATING ENVIRONMENT FINANCIAL STATEMENTS GOVERNANCE
Corporate governance statement 2024
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
regulations 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 2025 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 2024 The Group was organised in units as:
• Customer Success, which is responsible for
customer relationships, sales, workplace services
and marketing.
• Operations, which is responsible for after-sales
activities, including sourcing, production, removal
services, product development, quality assurance,
the research laboratory, planning of material flows
and logistics and as well as IT matters.
• People and sustainability, which is responsible
for the human resource administration,
sustainability management and internal
communication.
• Finance, which is responsible for the Group’s
financial planning and reporting, investor relations
as well as legal matters.
• Products and Design, which is responsible for
brand and product portfolio management.
• Services and Concepts, which is responsible for
the planning and development of work and learning
environment projects.
• Services and Concepts unit and Products and
Design unit were merged into Brand, Products &
Services unit as of February 1, 2025.
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 auditors 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 referred 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 2024
was EUR 7 million.
Board of Directors
The Board of Directors, elected by the Annual
General Meeting each year, is responsible for
the management 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 preparatory
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 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 equal
representation of 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,
innovation, 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, and diversity
has been implemented in accordance with the
recommendations.
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
Association, the Board of Directors is responsible for:
MARTELA ANNUAL REPORT 2024 62
MARTELA 2024 CEO’S REVIEW OPERATING ENVIRONMENT FINANCIAL STATEMENTS GOVERNANCE
• 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 the 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 Plugit Finland Oy. Does not
own any company shares
• Hanna Mattila, born 1972, D. Sc (Tech), Director of
Turku Urban Research Programme, University of
Turku, owns 1,600 Martela Oyj K shares
• Eero Martela, born 1984, M.Sc Tech., Managing
Partner, Columbia Road Oy, owns 6,710 Martela Oyj
A shares ja 1,073 K shares
• Jan Mattsson, born 1966 M.Sc, Architecture, CEO
and partner Tengbomgruppen Ab, owns 6,759
Martela Oyj A shares
• Anni Vepsäläinen, born 1963, M.Sc Tech., CEO of
Suomen Messut Osuuskunta, owns 2,000 Martela
Oyj A shares
• Jacob Kragh, born 1970, M.Sc. International
Business, CEO of Quooker International B.V.
Does not own any company shares
The Board convened eight times during the financial
year. The average attendance of the Board members
was 100 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 Hanna Mattila,
Eero Martela, Jan Mattsson, Johan Mild, Jacob
Kragh and Anni Vepsäläinen are independent of the
company. Of the company’s largest share¬holders
Jan Mattsson, Jacob Kragh, 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:
• deciding, with authorisation from the Board, on
the remuneration issues and annual performance
bonuses of the CEO and the Group Management
Team as well as general principles for the Group’s
performance 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
arrangements 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
Jacob Kragh.
The Committee convened three times during
the financial year. The average attendance of the
Committee 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
financial re¬porting 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
auditing 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
ancillary 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
organaisation,
• 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
Committee 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 necessary.
MARTELA ANNUAL REPORT 2024 63
MARTELA 2024 CEO’S REVIEW OPERATING ENVIRONMENT FINANCIAL STATEMENTS GOVERNANCE
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
operational 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 61,000 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 Management 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:
• Kimmo Hakkala responsible for Customer Success
unit (owns 11,538 Martela Oyj A shares)
• Kalle Sulkanen responsible for Operations unit
(owns 13,555 Martela Oyj A shares)
• Eeva Terävä responsible for Services and Concepts
unit (owns 23,016 Martela Oyj A shares)
• Suvi-Maarit Kario responsible for People and
sustainability unit (owns 1,500 Martela Oyj
A shares)
• Henri Berg responsible for Finance unit (owns
15,000 Martela Oyj A shares)
• Until February 1, 2025, Kari Leino responsible for
Products and Design unit (owns 6,544 Martela Oyj
A shares)
Financial reporting in the Group
Martela Corporation’s Board of Directors is provided
regularly reports on the financial performance and
forecasts of the Group. The reports and forecasts
are also presented by the CEO and CFO at the Board
meetings, where they are reviewed.
The Group Management Team meets at least
once a month to evaluate the financial performance,
outlook and risks of the Group.
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-ordinates 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
management 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 Martela, 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.
During recent years, the internal control has focused
among others on sales, quote to cash processes,
on management of working capital, on ERP -system
implementation, on development of the receivables
collection procedures as well as on leasing and
service contract management and processes.
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 sufficiency 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
financial 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
regular 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 management is integrated with the strategy
process as a separate stage of analysis and as part
of the process of drawing up annual action plans.
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
considered it appropriate to form a separate internal
audit function. The internal control is carried out in
MARTELA ANNUAL REPORT 2024 64
MARTELA 2024 CEO’S REVIEW OPERATING ENVIRONMENT FINANCIAL STATEMENTS GOVERNANCE
the form of controls in business processes, and the
company will either make its own or, if necessary,
conduct 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 assembly and using
subcontractors for components. Production control
is based on orders placed by customers, 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
interruption, supplier interruption loss and loss
liability risks. Martela uses the services of an
external insurance 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 Sustainability
Report. Finance risks are discussed in the notes to
the financial statements.
Management, remuneration, benefits
and incentive plans
Information on management remuneration and the
impact on the result for the financial year can be
found in the notes to the financial statements and
in the remuneration report, which can be found on
the company’s website.
Principles regarding related party
transactions
Martela Oyj follows the recommendations of the
Corporate Governance Code 2025 issued by the
Securities Market Association. The Company’s
related party transactions policy is adopted by the
Board of Directors 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
Financial 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 participating 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 instru¬ments 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. During 2024,
regarding the current management team, the CEO,
VP of Customer Success unit, VP of People and
Sustainability unit and CFO Finance unit received
share rewards based on the share-based incentive
plan for key employees. In 2024 there were no other
material related party transactions.
MARTELA ANNUAL REPORT 2024 65
MARTELA 2024 CEO’S REVIEW OPERATING ENVIRONMENT FINANCIAL STATEMENTS GOVERNANCE
Board of Directors
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, Plugit Finland Oy
• Member of the Board, The recycling
Industries of Finland
(Kierrätysteollisuus ry)
Does not own any company shares.
Eero Martela
BOARD MEMBER
• Born in 1984, M.Sc. (Tech.)
• Member of the Board since 2015
Other key duties:
• Managing partner, Finland, Columbia
Road Oy
Owns 6,710 Martela Oyj A shares and
1,073 K shares.
Hanna Mattila
BOARD MEMBER
• Born in 1972, D.Sc. (Tech.)
• Member of the Board since 2022
Other key duties:
• Director of Turku Urban Research
Programme, University of Turku
Owns 1,600 Martela Oyj K shares.
MARTELA ANNUAL REPORT 2024 66
MARTELA 2024 CEO’S REVIEW OPERATING ENVIRONMENT FINANCIAL STATEMENTS GOVERNANCE
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
Owns 6,759 Martela Oyj A shares.
Jacob Kragh
BOARD MEMBER
• Born in 1970, M.Sc.
(International Business)
• Member of the Board since 2024
Other key duties:
• CEO, Quooker International B.V.
Does not own any company shares.
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.
MARTELA ANNUAL REPORT 2024 67
MARTELA 2024 CEO’S REVIEW OPERATING ENVIRONMENT FINANCIAL STATEMENTS GOVERNANCE
Management team
Ville Taipale
CHIEF EXECUTIVE OFFICER (CEO)
• Born in 1971, M.Sc. (Tech)
• Joined the company and has been a member of the
management team since 2018, the CEO since 2021
Previous professional experience:
• 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 61,000 Martela Oyj A shares.
Henri Berg
CHIEF FINANCIAL OFFICER (CFO)
• Born in 1970, M.Sc. (Econ.)
• Area of responsibility: Group Finance,
Investor Relations and Legal
• Joined the company and a member of
the management team since 2023
Previous professional experience:
• A-Insinöörit Oy AG, CFO, 2021–2023
• Sato Oyj, Head of Financial services, 2017–2021
• Componenta Oyj, several managerial positions in
financial administration, 2008–2017
• Stora Enso Oyj, several managerial and specialist
positions in financial administration, 1998–2008
Owns 15,000 Martela Oyj A shares.
Eeva Terävä
VP, BRAND, PRODUCTS & SERVICES
• Born in 1983, M.Sc. (Regional Science) & Bachelor
of Culture and Arts (Interior Architecture)
• Area of responsibility: Design & Development
Services of Work and Learning Environments
• Joined the company in 2016, a member of the
management team since 2021
Previous professional experience:
• Martela Oyj, Head of Workplace development,
2018–2021
• Martela Oyj, Workplace Specialist, 2016–2018
• Ramboll Management Consulting Oy, different roles
in research and development projects, and project
management, 2009–2016
Owns 23,613 Martela Oyj A shares.
MARTELA ANNUAL REPORT 2024 68
MARTELA 2024 CEO’S REVIEW OPERATING ENVIRONMENT FINANCIAL STATEMENTS GOVERNANCE
Suvi-Maarit Kario
VP, HR & SUSTAINABILITY
• Born in 1968, M.Soc.Sc.
• Area of responsibility: HR, Sustainability and
internal communication
• Joined the company and a member of
the management team since 2023
Previous professional experience:
• Puro Tekstiilihuoltopalvelut Oy, HR Director,
2020–2023
• HKScan Oyj, Head of Talent Management & Senior
HR Manager 2018–2020
• GS-Hydro Oy, VP, HR and Sustainability, 2012–2017
• Alstom Finland Oy, Country HR Director, 2010–2012
• Destia Oy, Manager, Strategic HR, 2007–2010
• Finnlines Oyj, Human Resources Development
Manager, 1997–2007
Owns 1,500 Martela Oyj A shares.
Kimmo Hakkala
VP, SALES AND MARKETING
• Born in 1971, M.Sc. (Agric.)
• Area of responsibility: Group Customers, Sales
and Marketing in Finland, Sweden & Norway and
international dealer Network
• Joined the company and a member of
the management team since 2023
Previous professional experience:
• Berner Oy, Business Unit Director, 2013–2022
• Fiskars Finland Oy Ab, Sales and Marketing
Director, 2007–2013
• Kemira Grow-How Oyj, Business and Marketing
Manager, 2001–2007
• Kesko Oyj, Product Manager, 1996–2001
Owns 11,538 Martela Oyj A shares.
Kalle Sulkanen
VP, OPERATIONS
• Born in 1978, M.Sc. (Tech.)
• Area of responsibility: Group Sourcing, Production,
Removal Services, Product Development,
Sustainability, Logistics and Quality Control
• Joined the company and a member of
the management team since 2022
Previous professional experience:
• 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 13,555 Martela Oyj A shares.
MARTELA ANNUAL REPORT 2024 69
MARTELA 2024 CEO’S REVIEW OPERATING ENVIRONMENT FINANCIAL STATEMENTS GOVERNANCE
Information for shareholders
Annual General Meeting
The Annual General Meeting of Martela Oyj
will be held on Monday 7 April 2025 at 2 p.m.
at Töölönlahdenkatu 2, 00100 Helsinki
(Flik eventstudio Eliel, Sanomatalo).
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
Annual General Meeting) and on the Company’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 26
March 2025 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 website of the
Corporation www.martela.com/about-us/about-
martela/investors no later than April 2, 2025
at 4 p.m.
Payment of dividends
The Board of Directors proposes to the Annual
General Meeting that no dividend would be paid for
the financial year 1 January 2024 – 31 December
2024.
Publication of financial information
Martela Corporation’s financial information in 2025
will be published as follows:
• January–March (Q1) Financial Review on
Wednesday May 7, 2025
• January–June (H1) Half-Year Report on Wednesday
August 13, 2025
• January–September (Q3) Financial Review on
Wednesday November 12, 2025
Financial reports are available in Finnish and English
on the company’s website (www.martela.fi and
www.martela.com). Annual reports are available
on the company’s website in pdf format. After
published, stock exchange releases are available on
the company’s website, where you can find all stock
exchange releases in chronological order.
Contacts
FINLAND
Martela Oyj
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
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