Martela in brief 3
Martela 2021 4
Highlights of 2021 5
CEO’s review 6
Operating environment 8
Martela Lifecycle 9
Board of Directors’ Report and nancial
statements 10
Corporate governance statement 2021 62
Information for shareholders 71
Contents
Martela
2021
4
Martela
Lifecycle
9
Highlights of
2021
5
CEO’s review
6
2Martela 2021
CEO’s review
MARTELA ANNUAL REPORT 2021
Operating environment Financial Statements Governance
Martela is a Nordic leader specialising in user-cen-
tric working and learning environments. We offer
our customers a single point of contact through
-
out the workplace lifecycle, from specifying needs
to maintenance and optimisation of the workplace.
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, Swe
-
den and Norway, and our solutions are also sold
globally through our network of dealers. Our pro
-
duction facilities are located in Finland and Poland.
In 2021, the Martela Group’s revenue was EUR 91.9
million and it employed an average of 419 employees.
Martela
in brief
3Martela 2021
CEO’s review
MARTELA ANNUAL REPORT 2021
Operating environment Financial Statements Governance
In 2021, Martela’s revenue increased to EUR 91.9
(88.4) million. The prot performance was better
than in the previous year, even though operations
remained unprotable: EUR -1.3 (-4.0) million.
The changing situation with the pandemic
made companies and organisations rapidly trans
-
fer to the hybrid work model that combines remote
and ofce work. Work environments began to be
seen as an important part of the strategy for well
-
being at work and productivity. The requirements
for the attractiveness and ergonomics of ofces
were emphasised.
Requirements for the work environment changed
also as a result of increasing environmental aware
-
ness. Workplace solutions require responsibility,
recyclability and sustainability.
Our products and services are more topical than
ever before. Martela’s circular economy thinking
and the Workplace as a Service model have been
increasingly seen as a solution to meet new re
-
quirements. Lifecycle approach and circular econo-
my principles have already been taken into account
when creating the service model.
Despite the effects of the pandemic, our deliv
-
ery reliability remained excellent throughout the
year. In the customer surveys, we achieved the top
rankings, which demonstrates success with our of
-
91.9
Revenue
(EUR million)
-1.3
Operating profit
(EUR million)
419
Personnel
(average)
20212019 2020
50
40
30
20
10
0
Equity ratio (%)
22.2
28.8
23.3
Revenue by country
(EUR million)
Finland 69.7
Norway 5.8
Sweden 8.7
Other 7.7
91.9
Total
Martela 2021
The requirements
for workspace
solutions are
accountability, recyclability
and sustainability.”
fering development and the reliability of our collab-
oration, for example. Responsible, exible solutions
for ofces, educational institutions and home work
-
stations are suitable for the needs of hybrid work
and sustainable development. We are living in an
interesting time of change and great opportunities.
Revenue by country
(EUR million)
Equity ratio
(%)
4
MARTELA ANNUAL REPORT 2021
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CEO’s review
Operating environment Financial Statements Governance
Highlights of 2021
Impacts of the circular economy
Martela is involved in a research programme
launched by the Technical Research Centre of Fin
-
land (VTT), LUT University and Business Finland
which aims to develop reliable and comparable
world-class means to show the positive impact
of circular economy solutions, that is, the carbon
handprint. When a customer has access to com
-
parable information, it is easier for them to make
sustainable decisions.
We offer workplace services and products with
which we aim to ensure, on behalf of our customers,
that the requirements of circular economy are met
in our workplace solutions.
Hybrid work model requires exibility
The hybrid work model introduced the need to
update ofces, which will increase the use of our
service model in workplaces. Organisations need
attractive, multi-use, suitably sized and sustaina
-
ble space solutions both for ofces and remote
workstations at employees’ homes. Changes in the
workplace must be implemented in a exible man
-
ner as ways of working change.
Martela’s Workplace as a Service model meets
this need and also removes the problems related
to ownership in a sustainable way. The lifecycle
approach and the principles of the circular econo
-
my have already been considered when the service
model was being designed.
Our portfolio is growing
In 2021, we launched 12 new products. One of them
is PodBooth Duo, a soundproofed space for meetings
and work for 1 to 2 people. The open PodBooth Meet
-
ing is a similar type of workspace for 1 to 6 people.
The Noora series was supplemented with Meet &
Work meeting module suitable for lobbies or meet
-
ing spaces for meetings of 2 to 6 people. Our port-
folio can be viewed on our website, and from April
2022, at our new headquarters in Keilaniemi, Espoo.
All of our products are designed from the start
to be recyclable, high quality and durable. We con
-
tinuously update our portfolio according to changing
needs of workplaces and learning environments.
Circular economy in our workspace
choices
We live as we teach: in the new situation we are re-
thinking the need for space and its functionality. Ac-
cording to circular economy thinking, we will move to
old, renovated premises that are interesting from the
perspective of cultural history and that represent the
architecture of different eras, reecting both Marte
-
la’s direction and its history as a sustainable design
brand. In 2021, our ofces in Turku, Oulu, Tampere,
Kuopio and Stockholm moved to new addresses.
As of April 2022, Martela’s headquarters will be
located in Keilaniemi, Espoo, a lively and growing hub
of major companies and educational institutions. Our
full portfolio is on display for visitors in the attrac
-
tive premises.
5
MARTELA ANNUAL REPORT 2021
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Operating environment Financial Statements Governance
Transformation of working life
offers new opportunities
I started in my new role at Martela in September
2021 at a very interesting time in terms of the
transformation of working culture. Use of the hy
-
brid model, which combines remote working and
ofce working, increased considerably during the
year. Companies are now thinking of how to make
ofces both attractive and cost-effective at the
same time. Workplaces are now also considered
an important aspect of a company’s strategy in
terms of occupational wellbeing and productivity.
Another growing trend is the need for compa
-
nies and organisations to make their operations
more sustainable. They want to have an impact
on climate change. Sustainable acquisitions often
make sense also nancially when you consider the
entire lifecycle of a product or workplace.
During the pandemic, many companies noticed
the need to update their premises, but it has been
difcult to forecast the future during these uncer
-
tain times. One answer to this challenge is Martela’s
Workplace as a Service model, as it changes accord
-
Hybrid work introduced
the need to update ofces
ing to needs. In 2021, the demand for our service
model increased markedly. The model also meets the
growing need for home workstations.
Circular economy model meets the
requirements of sustainability
Our lifecycle approach, according to which prod-
ucts must be of high quality and recyclable, has
received a positive response. The sales of used
and refurbished products to companies and con
-
sumers through the Martela Outlet chain grew
in 2021. Some customers already primarily want
some of their products as recycled. As our pieces
of furniture have, from the start, been designed
to withstand time and wear, they can be used for
a long time, and when they are no longer need
-
ed, they can be refurbished for new users. This is
something that is increasingly important for our
customers.
In 2021, we joined a programme run by the Tech
-
nical Research Centre of Finland (VTT) and LUT
University which is developing a world-class cal
-
culation model to enable the reliable and compa-
6
MARTELA ANNUAL REPORT 2021
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CEO’s review
Operating environment Financial Statements Governance
rable verication of carbon neutrality and positive
environmental impacts of the circular economy
model. Based on the comparable information we
can help our customers reduce their own environ
-
mental impact.
The importance of sustainability and quality is
also increasing in the public sector as is the need
for comfortable and functioning workplaces and
learning environments. Our operating model has
been built to support the circular economy, from
R&D and production to installation, removal ser
-
vices and recycling, all of which is valued by our
customers.
Throughout the pandemic, we managed to keep
our customer satisfaction at a very high level. In
the TEP 2021 survey conducted by Taloustutki
-
mus, we achieved the top ranking both for overall
score and NPS. In the more detailed criteria, we
received the best scores in 7 out of the 11 criteria,
which to our delight demonstrates the success of
our offering and the reliability of our collaboration,
for example. I would like to extend my thanks to
everyone at Martela for making this achievement
possible!
Lifecycle approach is of interest in
the Nordic countries
We are continuously renewing our portfolio. In
2021, we launched 12 new products, such as Pod
-
Booth Duo, a soundproof meeting and workspace
for 1 to 2 people, the open PodBooth Meeting work
-
space for 6 people and the compact Noora Meet
I believe that in the future our
work will be increasingly more
important to our customers.”
& Work series meeting modules for meetings of 2
to 6 people.
Our lifecycle approach is based on high-quality,
durable and recyclable products. We will continue
an active dialogue with our customers to develop
our operations and products so that our custom
-
ers can meet the sustainability and cost-effective-
ness demands that are set for them.
Our Workplace as a Service model that sup
-
ports hybrid work and our lifecycle approach are
also attracting interest in the other Nordic coun
-
tries, where we see plenty of potential.
Our offering is more topical than
ever before
I am proud of Martela’s pioneering spirit and the
fact that we achieved so much in the challeng
-
ing environment in 2021. In terms of our revenue
and result, we are clearly headed in a better direc
-
tion. We managed to retain delivery reliability at
a high level throughout the year. This would not
have been possible without the best experts in the
industry, or without close collaboration with our
customers and partners.
I believe that in the future our work will be in
-
creasingly more important to our customers. At
Martela, we are living in interesting times that of
-
fer excellent opportunities. We see clear poten-
tial for growth in developing working and learning
environments and service models. Functional and
durable solutions have an impact on people’s well
-
being and productivity, so our work has an inu-
ence on society.
Our company has been developing working cul
-
ture for decades, and we intend to be a strong
player and pioneer in the future as well. In the
transformation of workplaces that was accelerat
-
ed by the COVID-19 pandemic, our products and
services are more topical than ever before.
Ville Taipale
CEO
7
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Martela 2021
CEO’s review
Operating environment Financial Statements Governance
Changes in the operating environment
In 2021, the transition to a hybrid work model and increasing sustainability
requirements were the strongest trends affecting Martela and its customers.
The COVID-19 pandemic has transformed working
life and workplaces radically. Health security must
be taken into account, and remote work has be
-
come an option alongside ofce work. Work that
is independent of location is here to stay.
More and more working communities are trans
-
ferring to a hybrid work model, so they are evalu-
ating the need for premises more broadly in terms
of costs. Increased awareness of climate change
and the need to reduce the carbon footprint create
pressure to take sustainability issues into consider
-
ation in energy consumption, for example. Increas-
ing attention is also paid to product lifecycles and
the functioning of the circular economy.
Although the role of ofces is changing, they will
retain their importance: encounters and physical
presence are needed, especially for boosting devel
-
opment and innovation. Community spirit and col-
laboration are also key factors in maintaining occu-
pational wellbeing. The importance of an attractive
and functioning workplace is increasing.
Changes in the operating environment and sus-
tainability requirements also affect learning envi-
ronments. Hybrid learning, changes in curricula and
the extension of compulsory education all change
the way educational institutions and schools oper
-
ate and their spatial needs.
As the requirements and ways of working
change, companies and organisations are thinking
about how and in what kind of environments their
work is done. The role of the workplace in achieving
a company’s goals is now better understood. Many
have identied the need to update their premises,
which can be seen in the form of growing demand
for cost-effective and more exible ofce space
solutions. The need for remote workstations that
can easily be taken into use has also increased.
Ofces to support the hybrid model
A balance between ofce work and remote work is
being sought. The digital and physical workplace
must both be capable of supporting work. Organ
-
isations, teams and individuals all have their own
needs: users want good ergonomics and a pleas
-
ant environment. Premises for work that requires
concentration are also needed – something that is
not available for everyone working remotely. Teams
need to communicate and premises for collabo
-
ration. An organisation aims at productivity, im-
proved occupational wellbeing and to full its sus-
tainability criteria. A major issue is how to make
ofces attractive, sustainable and efcient, and
suitable for the hybrid model.
In furniture purchases we are transitioning to
a service model based on a monthly fee, which is
already commonly used with IT equipment, where
functioning and exibility are more important than
owning. Competitive tendering of chairs and tables
does not take the entire lifecycle of products into
account, whereas the service model utilises the cir
-
cular economy approach. This change in purchasing
behaviour calls for information on the available al
-
ternatives and their impact on sustainability.
Quality and wellbeing
Quality is becoming more important. The quality of
furniture and premises have an impact on work sat
-
isfaction, work efciency and occupational wellbe-
ing. During the pandemic, short-term measures have
often been taken, but companies and organisations
must also look further ahead, with an emphasis on
durable solutions and the lifecycle approach, and
on exibility at the same time. Major transforma
-
tion projects at the workplace will be replaced with
smaller changes, and the workplace will adapt to the
needs of the business and the employees increas
-
ingly in real time.
8
MARTELA ANNUAL REPORT 2021
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Operating environment Financial Statements Governance
Value for organisation
Increase in productivity and
ability to innovate
Improved employee
experience and wellbeing
Working environment
is always up-to-date and
optimised
Renewal of operational and
management culture
Specication of
needed change
Optimisation
Implementation User-centred
planning
Cost-effective and responsible
method of acquisition –
Waste Nothing.
Martela
Lifecycle®
Value for organisation
Increase in productivity and
ability to innovate
Improved employee
experience and wellbeing
Working environment
is always up-to-date and
optimised
Renewal of operational and
management culture
Specication of
needed change
Optimisation
Implementation User-centred
planning
Cost-effective and responsible
method of acquisition –
Waste Nothing.
Martela
Lifecycle®
Value for organisation
Increase in productivity and
ability to innovate
Improved employee
experience and wellbeing
Working environment
is always up-to-date and
optimised
Renewal of operational and
management culture
Specication of
needed change
Optimisation
Implementation User-centred
planning
Cost-effective and responsible
method of acquisition –
Waste Nothing.
Martela
Lifecycle®
Value for organisation
Increase in productivity and
ability to innovate
Improved employee
experience and wellbeing
Working environment
is always up-to-date and
optimised
Renewal of operational and
management culture
Specication of
needed change
Optimisation
Implementation User-centred
planning
Cost-effective and responsible
method of acquisition –
Waste Nothing.
Martela
Lifecycle®
The service model adapts in
change
WORKPLACE AS A SERVICE
As a result of the change in working life, people
have the freedom to choose where and when to
work. Thanks to the Workplace as a Service
model, your employees will always have the best
possible workplace at their disposal. The organisa
-
tion gets a comprehensive solution for the entire
lifecycle of the ofce, which constantly takes
care of the premises, the furniture – and the
people. An essential aspect of the service is the
continuous optimisation of the workplace in ac
-
cordance with the changing needs of users. The
service model enables the organisation to only
pay for what it genuinely needs, which means
that the problems related to owning furniture do
not exist. In addition to the company’s ofce space,
the service is also suitable for the development of
employees’ home ofces, exible co-working facil
-
ities and learning environments.
CIRCULAR ECONOMY MODEL AT
THE CORE OF WORK ENVIRONMENT
DEVELOPMENT
The Workplace as a Service model is based on life-
cycle thinking, in which, instead of individual pur-
chases of furniture, the aim is to ensure the ex-
ibility and responsibility of the work environment
from dening the needs to the optimisation of the
space. At the heart of the lifecycle thinking is the
Waste Nothing principle, which seeks to minimise
the impact on the environment. Furniture that is
no longer needed is sold responsibly through the
Martela Outlet stores or online shop, and some of
the furniture are refurbished and/or reupholstered
before being sold. The furniture that has come to
the end of its useful life will be used for energy
production or secondary raw materials.
9
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Operating environment Financial Statements Governance
Board of Directors’
Report and
Financial Statements
Board of Directors’ Report 11
Consolidated nancial statements IFRS 19
Accounting principles for the consolidated nancial statements 22
Parent company nancial statements FAS 48
Accounting principles for the parent company nancial statements 51
Auditor’s report 59
10
MARTELA ANNUAL REPORT 2021
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Operating environment Financial Statements Governance
Board of Directors’ Report
Key gures
The Group’s revenue for the nancial year was EUR 91.9 million (88.4). The operating result for the year
was EUR -1.3 million (-4.0). Operating result includes onetime expenses of EUR 1.0 million, which relates
to layoffs resulting from cooperation negotiations concluded earlier this year and write-off of bad debt.
Earnings per share were EUR -0.53 (-1.16). Cash ow from operating activities totalled EUR 3.4 (5.7) mil
-
lion. The equity-to-assets ratio was 22.2 per cent (23.3) and gearing was 74.8 per cent (36.5). The return
on investment for the year was -4.7 per cent (-13.2).
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 suppliers user-centric solutions into today’s workplaces
– mobile work and activity-based ofces. Martela also offers the widest selection of services support
-
ing changes in interior planning as well as supporting maintenance. Our total offering comprises of the
change of the whole workplace from its specication and planning to implementation and maintenance.
Martela’s offering and product development
In line with its Lifecycle strategy Martela creates high-quality services for workplaces and learning en-
vironments along the full lifecycle. Our offering includes workplace and learning environment specica-
tion and planning, implementation and furnishing as well as continuous measurement and optimization.
To add to the traditional way of purchasing Martela has introduced two new service models, Workplace
as a Service and Learning environment as a Service. The monthly service fees can include everything
from one to all of the lifecycle phases.
During 2021 Martela brought to the markets 12 new products including soundproof meeting and work
-
space PodBooth Duo, open up to 6-person PodBooth Meeting and Noora Meet & Work series.
EUR -2.2 (-2.0) million has been entered in the Group prot and loss statement as research and de
-
velopment expenses.
Market situation
The coronavirus pandemic has had a negative impact on the whole market environment of Martela, both
in Scandinavia and in other countries. This has impacted especially the commercial sector. Recent de
-
velopment in the overall market situation indicates increase in the demand at least in the short-term. At
the moment it is challenging to say what are the midterm impacts to general market conditions.
Group structure
There was no changes in the group structure in 2021.
Revenue and operating result
The January-December 2021 revenue was EUR 91.9 million (88.4) an increase of 4.0% from previous year.
Compared to the previous year, revenue declined in Sweden 5.5% and in Finland 3.6%. Revenue in Norway
increased 54.6% and in Other countries 148.2%.
The Group’s operating result for the January–December was EUR -1.3 million (-4.0). The January–De
-
cember result before taxes was EUR -2.3 million (-4.8). The January–December result was EUR -2.4 mil-
lion (-4.8).
Financial position
The cash ow from operating activities in January-December was EUR -3.4 million (5.7).
At the end of the period, interest-bearing liabilities stood at EUR 13.0 million including EUR 4.3 mil
-
lion lease liabilities according to IFRS 16. At the end of comparison period the interest-bearing liabilities
11
MARTELA ANNUAL REPORT 2021
Martela 2021
CEO’s review
Operating environment Financial Statements Governance
stood at EUR 15.4 million including EUR 6.0 million lease liabilities according to IFRS 16. Net liabilities
were EUR 8.1 million (4.3). At the end of the period, short-term limits of EUR 4.0 million were in use (4.0).
The gearing ratio at the end of the period was 74.8% (36.5) and the equity ratio was 22.2% (23.3). The
key ratios were negatively impacted by the lease liabilities according to IFRS 16 EUR 4.3 million (6.0).
Financial income and expenses were EUR -1.0 million (-0.8).
Financing arrangements include a covenant clause in which the ratio between the Group’s net liabili
-
ties and EBITDA is examined. The key gure calculated at the end of the review period did full the cov-
enant clause. However company didn’t during the nancial year full the covenant clauses. Due to this
company has on December 31, 2021, classied all loans as short-term loans. Discussion related to these
with nanciers are ongoing.
The balance sheet total stood at EUR 51.1 million (52.1) at the end of the period.
Capital expenditure
The Group’s gross capital expenditure for January–December came to EUR 0.4 million (1.2).
150
100
50
0
20212017 2018 2019 2020
REVENUE (EUR MILLION)
91.9
109.5
103.1
106.2
88.4
7
6
5
4
3
2
1
0
-1
-2
-3
-4
20212017 2018 2019 2020
OPERATING PROFIT (EUR MILLION)
-1.3
0.3
-2.1
-2.0
-4.0
7
6
5
4
3
2
1
0
20212017 2018 2019 2020
CAPITAL EXPENDITURE AND
DEPRECIATIONS (EUR MILLION)
Capital expenditure Depreciations
202120182017 2019 2020
EARNINGS/SHARE AND DIVIDENDS
2.0
1.5
1.0
0.5
0
-0.5
-1.0
-1.5
Earnings/share
Dividends paid (EUR million)
The group management team
March 1st, 2021 Martela renewed its management team. New management team consists of the follow-
ing functions and leadership team members, led by CEO Artti Aurasmaa, The Brand & Design business
unit led by Kari Leino, responsible for brand and product portfolio management and marketing, Martela
Design Studio business unit led by Eeva Terävä responsible for the planning and development of work
and learning environment projects, Operations business unit led by Ville Taipale responsible for produc
-
tion and supply chain management. Sales unit led by Johan Westerlund responsible for global sales op-
erations and customer service and Business Support unit led by Kalle Lehtonen responsible for nance,
human resources and IT. Kalle Lehtonen will continue to lead the unit. Martela Group’s Board of Directors
has appointed Ville Taipale as the company’s new CEO since November 5, 2021.
From this moment onwards Group Management Team has consisted of CEO Ville Taipale, CFO Kalle
Lehtonen, VP Sales and Marketing Johan Westerlund, VP Brand & Design Kari Leino and VP Design
Studio Eeva Terävä.
12
MARTELA ANNUAL REPORT 2021
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Operating environment Financial Statements Governance
Personnel
The Group employed an average of 419 people (451), which represents a decrease of 32 persons or 7.1%.
Personnel on average employed in Finland was 346 (375), in Sweden 23 (24), in Norway 14 (15) and in
group other countries 36 (37).
The number of employees in the Group was 400 (435) at the end of the review period. Personnel costs
in January–December totalled EUR 22.7 million (23.1).
Non-nancial information
MANAGEMENT OF CORPORATE RESPONSIBILITY
Responsibility forms an integral part of Martela’s strategy and operations. The VP, Operations is respon-
sible for the corporate responsibility as well as quality, environmental and occupational health and safe-
ty management system of the Group. Sustainability Steering Group supervises corporate responsibility
with members from the Management Group and the Sustainability Manager as the secretary.
More detailed information on the Group’s corporate responsibility principles, goals and achievements
can be found in a separate Sustainability Report published annually. The 2021 Sustainability Report will
be published after the annual report.
Since 2011, Martela’s corporate responsibility has been guided by the Martela Corporate Code of Con
-
duct approved by the Board of Directors. The principles contain references to international corporate re-
sponsibility commitments. The company has engaged itself in the UN Global Compact challenge, which
aims at promoting human rights, rights in working life, environmental protection and the eradication of
corruption and bribery.
As Martela operates in an international market, it also takes into account any international treaties,
commitments and recommendations that concern its work. The most important ones are:
• The UN Universal Declaration of Human Rights
• OECD Guidelines for Multinational Enterprises
• The ILO Declaration on Fundamental Principles and Rights at Work and other ILO conventions
related to its activities.
Since 2011, the practical activities of the company have been guided by the corporate responsibility pol
-
icies approved by the Management Group concerning matters related to personnel, the environment and
purchasing management. The principles and policies published on Martela’s website www.martela.com/
about-us/sustainability/corporate-responsibility are reviewed and, when necessary, updated annually un
-
der the coordination of the Sustainability Steering Group. The principles and policies cover social and em-
ployee matters and matters related to respecting human rights and eradication of corruption and bribery.
DESCRIPTION OF THE BUSINESS OPERATING MODEL
The Martela Lifecycle model takes into account the entire life cycle of the workplace. Martela supports
the sustainability of its client companies by offering sustainable workplace solutions throughout their
entire life cycle and by ensuring responsible recycling of any furniture that is no longer needed.
The Group units have had, since the 1990s, the ISO 9001 quality and ISO 14001 environmental man
-
agement system certications, granted by an independent party, as proof of continuous improvement of
its operations, meeting customer expectations and taking environmental matters into account. During
2014, the systems were unied into a certied, multi-site quality and environmental system covering the
entire Group’s operations. During 2020, a multi-site occupational health and safety system certication
in accordance with the ISO 45001 standard was also achieved.
40
30
20
10
0
-10
100
75
50
25
0
-25
2021
%
20182017 2019 2020
GEARING
Interest-bearing net debt
Gearing (%)
Equity
EUR million
80
60
40
20
0
20212017 2018 2019 2020
100
75
50
25
0
EQUITY RATIO
Balance sheet total
Equity ratio (%)
Equity
%EUR million
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In the manufacturing process, there is an emphasis on a strong supplier chain. Martela’s own manu-
facturing is focused on nal assembly and remanufacturing production at its logistics centre in Numme-
la, Finland, which also houses most of the company’s R&D and purchasing. The assembly of upholstery
components takes place at Martela’s own plant in Poland. The manufacture of table top and storage
components takes place mainly at Kidex Oy, Martela’s subsidiary located in Kitee, Finland.
The Martela headquarters in Pitäjänmäki, Helsinki, houses sales and support functions in addition
to the Group administration. Martela has several sales ofces 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% of
Martela Group’s turnover. A network of around hundred reliable suppliers delivers materials and compo-
nents for Martela labelled products.
Almost a quarter of the Group’s turnover goes on salaries and social security payments. Martela values
local manufacturing and employment. As the share of its service business is growing, the company will
keep creating more new jobs close to its markets. The distribution of nancial value will be discussed in
further detail in the forthcoming Sustainability Report.
ENVIRONMENTAL MATTERS
Martela’s Environmental Policy, approved by the Group Management Team, aims to decrease the compa-
ny’s environmental impacts and promote recycling. The policy gives instructions on taking environmental
matters into account in the development of its offering, through which the company will also have an
indirect impact on the environmental effects of its customers.
The essential environmental aspects in Martela’s operations are presented in the materiality assess
-
ment found in the Sustainability Report. Martela has the best opportunities to inuence 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 efciency.
Martela’s most signicant climate impact arises from the use of materials related to products and
services offered to customers. Martela’s greenhouse gas emissions totalled 12 million kilos in 2020, rep
-
resenting a decrease of about 14% from the previous year. Of these emissions, 88% were related to the
use of materials purchased for products delivered to customers (scope 3), 4% arose from the indirect
use of energy (scope 2) and 6% were related to the delivery of nished products to customers (scope 1).
The total amount of indirect energy used for heating, lighting and ventilation in Martela’s premises was
30,100 GJ in 2020. Of the total amount of energy used, 87% was from renewable energy sources, 12%
was from fossil sources and 1% was nuclear power. The amount of indirect greenhouse gas emissions
under Martela’s scope 2 has decreased by 86% in ten years as indirect energy consumption has fallen by
37%. The largest reduction in greenhouse gas emissions has been achieved by purchasing emission-free
electricity. In 2020, the amount of material used for production decreased by 7% on the previous year,
reaching around 9.0 million kilograms. Nearly 60% of the materials used were wood-based and nearly a
quarter were metal-based. In 2020, the production waste generated by the entire group amounted to 1.5
million kilos, of which 99.5% was recovered. Only 0.5% was hazardous waste resulting mainly from the
maintenance of equipment and buildings.
The durability, recyclability and recycling of furniture are at the heart of Martela’s operations. Martela’s
furniture has been designed to be refurbished and restored, and their materials can be recycled or used
to produce energy. As part of its comprehensive service, Martela also offers a furniture recycling service
to its customer companies. In 2020, the amount of used furniture received from customers decreased
a little from the previous year, to 3.0 million kilos. When designing new facility solutions for customers,
their old furniture can either be included in the new design or recycled responsibly through Martela. Used
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 2020, around 20,000 pieces of used furniture found new homes through the Martela Outlet chain.
PERSONNEL BY AREAS, ON AVERAGE 2020
Finland 375 Other 37Scandinavia 39
TOTAL
451
PERSONNEL BY AREAS, ON AVERAGE 2021
Finland 346
Other 36
Scandinavia 37
TOTAL
419
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There are no signicant 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.
SOCIAL MATTERS AND HUMAN RESOURCES
The People Policy includes the principles of responsible human resources management, claries and
unies the management of human resources and promotes maintenance and development of the corpo
-
rate and employer image.
According to the materiality assessment in the Sustainability Report, improvement of occupational
wellbeing is the most important social and human resources area in Martela’s operations. The Martela
Lifecycle model is utilized for improving occupational wellbeing of knowledge workers, which is about
half of Martela’s personnel. Occupational wellbeing included in the Sustainability Programme is moni
-
tored with the help of People Spirit employee satisfaction survey, for example.
The corona pandemic continued to have a large-scale impact on work. In work wellbeing and leader
-
ship, the focus was in working safely and leading people in hybrid work. Special attention was paid to
working safely in local work and in the customer interface. The impact of the pandemic on sick leave lev
-
el remain low due the proper adherence of the instructions to restrict corona exposures and infections.
In leadership, attention was paid to maintaining a sense of belonging and interaction. The best practic
-
es working at the ofce and remotely were wrapped to guidelines to support the balanced hybrid work
model in terms of exibility, information ow and collaboration.
People Spirit result, measuring the employee satisfaction, stated that the actions taken were the right
ones. Compared to the previous survey result, employee satisfaction increased inter alia in the areas
measuring empowerment, work prerequisites, leadership and operative culture.
The company’s Sustainability Report contains a comprehensive description of the social and human
resource issues.
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 equally. In the requirements for the suppliers, the focus is on ob
-
serving national legislation and ILO conventions, depending on which of them is found more demanding
from the viewpoint of employee rights. No breaches of respecting human rights have been observed in
Martela’s operations or supply chain.
Martela’s products are manufactured on the basis of customer orders, which means that the supply
chains are short and that the acquisitions mainly take place from the neighbouring areas and from else
-
where in Europe. In Europe, where there is a long tradition of follow-up of working conditions and leg-
islation, 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 con
-
junction with supplier audits.
Analysis of sustainability aspects is an important part of continuous interaction with suppliers. In
Martela’s sustainability policy for the supply chain that was updated in 2018, the importance of social
responsibility in the suppliers’ own supply chains is also emphasised. The policy is communicated with
each purchase order. Additionally, the key suppliers have been sent a sustainability survey through which
Martela has received a commitment from suppliers of materials, components and products to compliance
with the requirements of the sustainability policy for the supply chain. In addition, Möbelfakta-labelled
products and their supply chains are accompanied with special documentation of sustainability aspects.
Martela annually assesses the risks of social responsibility in its supply chain through country-specic
sustainability indicators and, on the basis of these, plans the necessary measures for verifying social
responsibility on a supplier-by-supplier basis. During 2021 Martela was an object of third-party supply
chain social responsibility audit commissioned by a public tender customer. Audit was a welcomed op
-
portunity to demonstrate Martela’s management of supply chain in practice.
The 2021 sustainability training was implemented in the autumn and was attended by 74% of the per
-
sonnel. The training was used to study the employees’ commitment to Martela’s Code of Conduct and
awareness of the procedures when noticing behaviour against its principles. Study showed 97.8% com
-
mitment to the principles while still only 57.7% remembered that absolute ban on corruption and bribery
and 67.7% remembered that absolute ban on any inappropriate behaviour in work community had been
discussed in team meetings. However, 87.2% is aware of procedures when noticing actions against them.
In order to initiate an investigation, the majority of respondents would prefer condential discussion
with a staff representative (36%), replying to the Martela whistleblowing channel found on Martela home
page (21.5%) or send an email to whistleblowing@martela.com (21.2%). No communication on grievance
was received during 2021 through any available channel.
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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 nancial management/bookkeeping of each subsidiary.
Martela’s and all its subsidiaries bookkeeping and transactions are subject to an annual statutory audit.
The bookkeeping is transparent to the CFO of the Group.
Share
Martela has two share series, A and K, with each K share entitling its holder to 20 votes at a General
Meeting and each A share entitling its holder to one vote. Private holders of K shares have shareholder
agreement that restricts the sale of K shares to any party outside the existing holders of K shares. There
is a total of 604,800 K shares and a total of 3,903,240 A series, together 4,508,040 shares.
In January–December, a total of 2,490,864 (1,786,397) of the company’s series A shares were traded
on the NASDAQ OMX Helsinki exchange, corresponding to 63.8% (50.3) of the total number of series
A shares. The value of trading turnover was EUR 6.7 million (4.3), and the share price was EUR 2.29 at
the end of the period (3.09). During January–December the share price was EUR 3.44 at its highest and
EUR 2.18 at its lowest. At the end of December, equity per share was EUR 2.39 (2.81).
During 2021 Martela has received two notications in accordance with the Finnish Securities Market
Act Chapter 9, Section 5.
On 23 November 2021, Martela Corporation has received an announcement from Isku Yhtymä Oy, ac
-
cording to which the total number of Martela Corporation shares owned by Isku Yhtymä Oy has increased
above 5% of the shares in Martela plc, as a result of share transactions concluded on November 22, 2021.
On 23 November 2021, Martela Corporation has received an announcement from Ilmarinen Mutual
Pension Fund, according to which the total number of Martela Corporation’s shares owned by Ilmarinen
Mutual Pension Fund fell below level of 5% of the shares in Martela plc, as a result of share transactions
concluded on 22 November 2021.
More information on the Martela Corporation shares and shareholders can be found under note 27
of the Notes to the nancial statements.
TREASURY SHARES
Martela did not purchase any of its own shares in January–December. Martela owns a total of 13,082
Martela A shares and its holding of treasury shares amounted to 0.3% of all shares and 0.1% of all votes.
Out of the shares 12,036 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 December 31, 2021 total of 130,334 Martela
Oyj A shares and 49,200 K shares, which represents 4.0% of the total amount of shares and 9.0% of the
voting rights.
SHARE-BASED INCENTIVE PROGRAMME
Board of directors decided on March 18, 2021 on new share-based incentive plan directed to key employ-
ees of the company. Purpose of the plan is to unite shareholders and key employees objectives on long-
term basis as well as to commit key employees to execute company’s strategy. Plan’s objective is to offer
to key employees competitive model to earn company’s shares.
The new Performance-based Matching Share Plan 2021–2023 consists of three performance periods,
covering the nancial years of 2021, 2022 and 2023, respectively. The rewards to be paid based on the
plan will amount to an approximate maximum total of 718,000 Martela Corporation series A shares in
-
cluding also the proportion to be paid in cash. Approximately 40 persons, including the CEO and other
Martela’s Management Team members, belong to the target group of the plan. The rewards will be paid
partly in Martela Corporation series A shares and partly in cash. The cash proportions of the rewards
are intended for covering taxes and tax-related expenses arising from the rewards to the participants.
In general, no reward is paid if the participant’s employment or director contract terminates before the
reward payment. The reward to be paid on the basis of the plan will be capped if the limits set by the
Board of Directors for the share price are reached. During the performance period 2021, the rewards are
based on the Group’s Earnings before Interest and Taxes (EBIT).
As part of the implementation of the Performance-based Matching Share Plan 2021–2023, the Board of
Directors has resolved on directed share issue to persons participating to the plan. Decision on the share is
-
sue is based on the authorization given by annual general meeting on March 18, 2021. Total number of shares
subscribed shares was 305,700 A shares with a subscription price of EUR 2.73 per share.
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As part of the implementation of the Performance-based Matching Share Plan 2021–2023, the Board
of Directors has resolved to grant plan participants interest-bearing loans in the maximum total amount of
686,000 euros to nance the acquisition of the company’s shares. The maximum amount of the loan is 70
per cent of the participant´s investment in shares. The loans will be repaid in full on 31 December 2025, at
the latest.
No shares has been distributed based on the programme.
2021 Annual General Meeting
Martela Corporation’s Annual General Meeting was held on Thursday, March 18, 2021. The Meeting approved
the Financial Statements, discharged the members of the Board of Directors and CEO from liability for the
year of 2020 and approved remuneration report for 2020. The Board of Directors proposal that no dividend
will be distributed was approved.
The Annual General Meeting conrmed that the Board of Directors will consist of six members and Ms.
Minna Andersson, Mr. Jan Mattsson, Mr. Eero Martela, Ms. Katarina Mellström, Mr. Johan Mild and Ms. Anni
Vepsäläinen be re-elected as members of the Board of Directors.
Authorized Public Accountant Ernst & Young Oy was elected as the company’s auditor.
The Annual General Meeting authorized the Board in accordance with the proposal of the Board of Di
-
rectors to decide on the repurchase of own shares, issuance of own shares and/or to dispose of the own
shares held by the Company. Authorization is valid until the closing of the next meeting, however, no longer
than until 30 June 2022.
The Board of Directors elected by Martela Corporation’s Annual General Meeting had its organizational
meeting after the Annual General Meeting and elected from among its members Johan Mild as the Chairman
and Katarina Mellström as the new Vice Chairman of the Board.
Administration
Martela Corporation is a Finnish limited liability company that is governed in its decision-making and
management by Finnish legislation, especially the Finnish Limited Liability Companies Act, by other reg
-
ulations concerning public listed companies, and by its Articles of Association. The company complies
with the NASDAQ OMX Guidelines for Insiders and the Corporate Governance Code 2020 for Finnish
listed companies published by the Securities Market Association. Company has published its Corporate
Governance report as a separate document in company’s website. More information on Martela’s govern
-
ance can be found on the company’s website.
Martela Responsibility Report includes extensively the non-nancial information (NFI) required by the
accounting law reforms. The Responsibility Report of 2021 will be published after the Annual Report.
Risks and uncertainties
The principal risk regarding prot performance relates to the general economic uncertainty and the con-
sequent effects on the overall demand in Martela’s operating environment. Due to the project-based na-
ture of the sector, forecasting short-term developments is challenging. In accordance with Martela’s risk
management model, the risks are classied and guarded against in different ways.
Company regularly evaluates and monitors the nancing need of its operations in order to secure suf
-
cient liquid funds to run the operations and to facilitate loan repayments. Sudden changes in the mar-
ket environment or changes in the nance market can however cause that company’s liquid funds will
not be sufcient to nance the operations.
Production of Martela’s products is based on orders placed by customers, supply chain is short and
purchases are mainly from neighbouring area and from other parts of Europe. Extensive warehousing
is not needed. The product assembly is automated and based on component subcontracting and on as
-
sembly carried out by Martela.
Risks of damage are covered with appropriate insurance, and this provides comprehensive coverage
for property, business interruption, supplier interruption loss and loss liability risks. The services of an
external partner are used in insurance as well as in legal matters. Finance risks are discussed in note 21
of the Notes to the nancial statements.
SHORT-TERM RISKS
The principal risk regarding prot performance relates to the general economic uncertainty and the con-
sequent effects on the overall demand in Martela’s operating environment. The coronavirus pandemic and
the uncertainty caused by it have had a negative impact on the market situation. Due to the project-based
nature of the sector, forecasting short-term development is challenging in normal circumstances. This
has been further been emphasized by the general uncertainty caused by the pandemic.
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Events after the end of the nancial year
Martela has given preliminary information on 2021 revenue and operating result on January 13th, 2022.
Based on unaudited preliminary nancial statements 2021 the revenue improved slightly and operating
result improved compared to the previous year. Revenue was approximately EUR 92 million (88.4) and
operating result was approximately EUR -1.5 million (-4.0). Previous outlook for 2021: The Martela Group
anticipates that its revenue and operating result in 2021 will improve compared to the previous year.
No other signicant events requiring reporting have taken place since the January–December period,
and operations have continued according to plan.
Outlook for 2022
Martela anticipates its revenue to grow over 10% in 2022 compared to previous year and operating re-
sult to be positive.
Proposal of the board of directors for distribution of prot
The Board of Directors will propose to the AGM that no dividend will be distributed for 2021.
Annual general meeting
Martela Corporation’s AGM is planned to be in March 2022. The notice of the Annual General Meeting
will be published in a separate release.
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Operating environment Financial Statements Governance
Consolidated comprehensive income statement
(EUR 1,000) Note 1.1.–31.12.2021 1.1.–31.12.2020
Revenue 1 91,889 88,385
Other operating income 2 637 540
Changes of inventories of nished goodsand work in progress 3,839 1,689
Raw material and consumables used -58,459 -54,606
Production for own use 328 90
Employee benets expenses 3 -22,684 -23,072
Other operating expenses 4 -11,431 -10,498
Depreciation and impairment 5 -5,428 -6,523
Operating prot (-loss) -1,309 -3,996
Financial income 7 100 123
Financial expenses 7 -1,114 -940
Prot (-loss) before taxes -2,323 -4,813
Income taxes 8 -61 7
Prot (-loss) for the nancial year -2,385 -4,806
Other comprehensive income:
Items that will not later be recognised through prot or loss
Items resulting from remeasurement of the net debt related to dened benet plans 267 28
Taxes from items that will not later be recognised through prot or loss -43 4
Items that may later be recognised through prot or loss
Other changes
Translation differences 214 -22
Other comprehensive income for the period 438 10
Total comprehensive income -1,946 -4,796
Allocation of prot (-loss) for the nancial year
Equity holders of the parent -2,385 -4,806
Allocation of total comprehensive income
Equity holders of the parent -1,946 -4,796
Earnings per share of the prot attributable to the equity holders of the parent
Basic earnings/share, EUR 9 -0.53 -1.16
Diluted earnings/share, EUR 9 -0.53 -1.16
Consolidated balance sheet
(EUR 1,000) Note 31.12.2021 31.12.2020
ASSETS
Non-current assets
Intangible assets 10 4,588 5,792
Tangible assets 11 8,965 10,814
Available-for-sale nancial assets 7 7
Non-current loan receivables 12 535
Deferred tax assets 13 204 314
Non-current assets, total 14,299 16,926
Current assets
Inventories 14 12,119 9,473
Trade receivables and other receivables 12, 15 19,712 14,562
Cash and cash equivalents 4,926 11,172
Current assets, total 36,756 35,207
ASSETS, TOTAL 51,055 52,133
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(EUR 1,000) Note 31.12.2021 31.12.2020
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 962
Other reserves -9 -9
Treasury shares* -128 -128
Translation differences -846 -1,060
Retained earnings 2,665 4,719
Equity, total 10,761 11,639
Non-current liabilities
Deferred tax liabilities 13 0 198
Pension obligations 19 235 492
Financial liabilities 12, 18 1,791 6,277
Provisions 20 236 282
Non-current liabilities, total 2,263 7,249
Current liabilities
Financial liabilities 12, 18 10,952 8,656
Advances received 21 2,625 2,281
Trade payables 12, 21 13,099 8,885
Accrued liabilities and prepaid income 12, 21 8,402 8,289
Other current liabilities 12, 21 2,894 5,063
Provisions 20 59 70
Non-interest-bearing current liabilities, total 38,032 33,245
LIABILITIES, TOTAL 40,294 40,494
EQUITY AND LIABILITIES, TOTAL 51,055 52,133
*The treasury shares acquired for and assigned to share-based incentive scheme are shown in accounting
terms as treasury shares. See note 16.
Consolidated cash ow statement
(EUR 1,000) 1.1.–31.12.2021 1.1.–31.12.2020
Cash ows from operating activities
Cash ow from sales 84,749 94,370
Cash ow from other operating income 595 393
Payments on operating costs -88,030 -88,199
Net cash from operating activities before nancial items and taxes -2,686 6,564
Interest paid -425 -545
Interest received 20 18
Other nancial items -353 -252
Dividends received 8
Taxes paid 45 -74
Net cash from operating activities (A) -3,399 5,718
Cash ows from investing activities
Capital expenditure on tangible and intangible assets -357 -1,219
Proceeds from sale of tangible and intangible assets 40 59
Net cash used in investing activities (B) -317 -1,159
Cash ows form nancing activities
Proceeds from short-term loans 1,591 5,000
Repayments of short-term loans -2,000 -9,333
Repayments of lease liabilities -2,543 -3,027
Proceeds of long-term loans 4,400
Cash proceeds from issuing shares 421
Net cash used in nancing activities (C) -2,530 -2,960
Change in cash and cash equivalents (A+B+C), increase +, decrease - -6,246 1,599
Cash and cash equivalents at the beginning of year 11,172 9,621
Translation differences 0 -47
Cash and cash equivalents at the end of year 4,926 11,172
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Statement of changes in equity
Equity attributable to equity holders of the parent (EUR 1,000) Share capital
Share premium
account
Reserve for invested
unrestricted equity Other reserves Treasury shares Translation diff. Retained earnings Equity total
Equity 1.1.2020 7,000 1,116 -9 -128 -1,038 9,138 16,080
Correction of errors in previous periods 427 427
Other comprehensive income
Prot (-loss) for the nancial year -4,806 -4,806
Other items of comprehensive income adjusted by tax effects
Translation differences -22 -22
Items resulting from remeasurement of the net debt related to dened benet plans
(incl. Deferred taxes) 32 32
Other change
Other comprehensive income for the period -22 32 10
Total comprehensive income -22 -4,774 -4,796
Share issue
Share-based incentives -72 -72
Equity 31.12.2020 7,000 1,116 -9 -128 -1,060 4,719 11,639
Equity 1.1.2021 7,000 1,116 -9 -128 -1,060 4,719 11,639
Correction of errors in previous periods
Prot (-loss) for the nancial year -2,385 -2,385
Other items of comprehensive income adjusted by tax effects
Translation differences 214 214
Items resulting from remeasurement of the net debt related to dened benet plans
(incl. Deferred taxes)
Other change 0
Other comprehensive income for the period 214 225 438
Total comprehensive income 214 -2,160 -1,946
Share issue 962 962
Share-based incentives 106 106
Equity 31.12.2021 7,000 1,116 962 -9 -128 -846 2,665 10,761
More information in notes 16 Equity and 17 Share-based payments. A retrospective adjustment of EUR 972 thousand depreciation on goodwill allocated to
buildings has been made to equity. Moreover has a retrospective correction of EUR -599 thousand on buildings been made to equity.
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Accounting principles for the consolidated
financial statements
Martela Group
Martela Corporation supplies ergonomic and inno v a tiv e furniture solutions and provides interior plan-
ning services.
The Group’s parent company is Martela Oyj, a Finnish public limited company Helsinki,
street address T akka tie 1, FI-0037 0 Helsinki. The company’s A shares are listed on Nasdaq Helsinki.
Copies of the Group’s nancial statements are available at Takkatie 1, FI-00370 Helsinki, and on the
Internet at Martela’s home pages www.martela.com.
These nancial statements were authorized for issue by the Board of Directors of Martela O yj on
February 10, 2022. The Finnish Limited Liability Companies Act permits the shareholders to approve or
reject the nancial statements in the general meeting that is held after publishing the nancial state
-
ments. As well, the general meeting has a possibility to amend the nancial statements.
BASIS OF PREPARATION
Reporting Standards (IFRS) as on December 31, 2021. 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 nancial statements also con
-
form with additional requirements of the Finnish accounting and company legislation.
The consolidated nancial 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 gures have
been rounded, which is why the sum of individual gures might deviate from the presented sum. The
key nancial indicators have been calculated using exact gures. Martela’s consolidated nancial state
-
ments cover the full calendar year, and this represents the nancial period for the parent company and
the Group companies.
USE OF ESTIMATES
The preparation of the nancial statements in conformity with IFRS requires Group management to
make certain estimates and to use judgement when applying accounting policies. The section “Account
-
ing policies requiring management’s judgement and key sources of estimation uncertainty” refers to the
judgements made by management and those nancial statement items on which judgements have a sig
-
nicant effect.
Principles of consolidation
The consolidated nancial 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
nancial statements by using the acquisition method. The intra-group transactions, unrealised margins
on intra-group deliveries, intra-group receivables and liabilities and prot distribution are eliminated.
Items denominated in foreign currency
Transactions in foreign currencies are translated at the exchange rate prevailing on the date of the trans-
action – in practice, for transactions taking place within any given month, a rate is used that approxi-
mates the rate of the transaction date. At the end of the reporting period, the monetary assets and lia-
bilities 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 pur
-
chases and sales. Exchange rate gains and losses in nancing are treated as adjustments to nancial
income and expenses.
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The statements of comprehensive income and cash ows of foreign subsidiaries for the period are
translated into euros at the average rates for the nancial 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 prot or
loss and comprehensive income for the period at different exchange rates in the statement of compre
-
hensive 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
reclassied to prot and loss as part of the gain or loss on disposal.
Government grants
Grants received from the states or other similar sources are recognised and presented as other operating
income when they meet the recognition criteria. Grants related to the acquisition of tangible and intangi
-
ble assets are recognised as deductions from the carrying amount of the assets in question. Grants are
recognised as income over the useful life of a depreciable / amortisable asset by way of a reduced depre
-
ciation / amortisation charge. The public grants received during the nancial year 2021 consist of grants
granted by Business Finland and by State Treasury to Group companies.
Revenue recognition principles
Furniture is mainly delivered as installed at customer. The control of the furniture is transferred to the
customer when the deliverables form the contract are fullled, i.e. the furniture is delivered and installed
at customer and the customer has approved the delivery. The signicant 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 ve years and for other
standard products two years.
Consultative services consist of workshops and interviews for specication of the demands placed
on the work environment and interior planning services. The deliverable is fullled 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 fullled.
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 dened for each deliverable on the sales
orders and no variable considerations are in use. Martela does not have capitalized costs for obtaining
or of fullling customer contracts. Sales receivables are typically due latest within two months from in
-
voicing. The customer contracts do not include signicant nancing components provided by Martela.
Revenue consists of income from customer contracts according to IFRS 15 and income from custom
-
er contracts that are classied 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 classied as operative lease contracts and recognised as revenue in the statement of
comprehensive income on a straight-line basis over the lease term. In nance leases, the risks and bene
-
ts of ownership have been substantially transferred to the lessee. The gain on the sale of the contract
is recognised in the same way as for the sale of an asset.
Employee benets
PENSION LIABILITIES
The Group has arranged dened contribution plans and dened benet plans for retirement. A dened
contribution plan is a pension plan under which the Group pays xed contributions into a separate enti
-
ty. The Group has no legal or constructive obligations to pay further contributions if the fund does not
hold sufcient assets to pay all employees the benets relating to employee service in the current and
prior periods. A dened benet plan is a pension plan that is not a dened contribution plan. Contribu
-
tions made to dened contribution plans are recognised in prot or loss as an expense as incurred.
The obligations of dened benet plans are calculated separately for each plan. The projected unit cred
-
it method is used in the calculation. Pension costs are recognised as an expense over the service period
of personnel on the basis of calculations performed by qualied 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 signicant extent with the maturity
of the computed pension liability.
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Pension expenses (service cost in the period) and the net interest for the net debt related to the dened
benet pension plan are recognised through prot or loss. Pension expenses are included in employee ben
-
et expenses. Items resulting from the remeasurement of the net debt (or net asset) related to the dened
benet plan are recorded in items of other comprehensive income in the nancial 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 prot 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 reorgan
-
isation expenses related to this or the benets related to the termination of the employment relationship.
SHARE-BASED PAYMENTS
In the Group’s share-based incentive system, with vesting periods 2021, 2022 and 2023, 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 tar
-
gets and the reduction of persons participating the plan. The Group updates the estimate of the nal
number of shares at the end of each reporting period. Their impact on prot or loss is presented in the
statement of comprehensive income under employment benets expenses.
OPERATING PROFIT (LOSS)
Operating prot is the Group’s prot from operations before nancial items and income taxes. Exchange
rate differences arisen in the translation of trade receivables and payables denominated in foreign cur
-
rencies are included in operating prot.
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 nancial year, taxes for previous years and the
change in deferred taxes. For transactions and other events recognised in prot or loss, any related tax
effects are also recognised in prot or loss. For transactions and other events recognised outside prot
or loss (either in other comprehensive income or directly in equity), any related tax effects are also rec
-
ognised 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 nancial statements. A deferred tax asset is rec
-
ognised only to the extent that it is probable that taxable prot 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.
Intangible assets
GOODWILL
Goodwill resulting from business combinations represents the excess of the consideration transferred
over the fair value of the net identiable 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 nancial year. For this purpose goodwill is allocated to
cash generating units. An impairment loss is recognised whenever the carrying amount of cash-generat
-
ing 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 capitalization criteria are fullled these projects
are capitalized. 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 capitali
-
zation criteria during the nancial year.
OTHER INTANGIBLE ASSETS
An intangible asset is initially capitalized in the balance sheet at cost if the cost can be measured relia-
bly and it is probable that the expected future economic benets that are attributable to the asset will
ow 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 amortisa
-
tion and any impairment.
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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 re
-
newed, 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 benets will ow 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 tan
-
gible asset once classied 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 nancial year-end
and, if necessary, are adjusted to reect changes in the expected future economic benets.
Gains and losses from the sale or disposal of tangible assets are recognised in prot 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 im
-
pairment 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 recov
-
erable 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 ofce spaces, cars and IT-equipment. The lease contracts of
cars and IT-equipment are time limited whereas the contracts for ofce spaces are open ended as well
as time limited. The lease contracts do not include variable lease payments and Martela does not have
any sale and leaseback transactions.
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 depreci
-
ated over the lease period or an estimated period if longer. Estimated rental periods, are used for lease
agreements of indenite duration. The estimated rental periods are 2 years for rented ofces 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 ofces or warehouses in use by Martela.
Short term lease contracts and leases of low-value assets are disclosed as other rental agreements
from which the payments 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. The weighted average discount rate is 3.0%
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Martela has one lease agreement concerning a real estate in which Martela acts as a lessor. This con-
tract is disclosed as operative rental agreements and the rental income is recognised as equal instal-
ments over the rental period in the consolidated statement of comprehensive income.
Company also operates as lessor of furniture. Accounting principles of these are described under rev
-
enue recognition principles.
Inventories
Inventories are measured at the lower of cost and net realisable value. The value of inventories is de-
termined 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.
Financial assets
Group’s nancial assets are classied into the following groups: nancial assets at fair value through
prot or loss, nancial assets at fair value through other comprehensive income and nancial assets
measured at amortised costs. The classication depends on the purpose of acquiring the nancial as
-
sets, and they are classied at the time of initial acquisition. All purchases and sales of nancial assets
are recognised and derecognised on the trade date. The Group derecognizes nancial assets when it
has lost its right to receive the cash ows or when it has transferred substantially all the risks and re
-
wards 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 ows until the due date. The
cash ow 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 nancial assets recognised at amortised cost based on expect
-
ed credit losses. These assets are included in either current or non-current nancial 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 ma
-
turities 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 im-
pairment of an individual nancial asset or a group of nancial assets. Impairment will be recognised
through prot or loss.
A simplied model according to IFRS 9 is used in assessing the expected credit losses on trade re
-
ceivables: 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 nancial circumstances available on the review date.
FINANCIAL LIABILITIES
The Group classies its nancial liabilities as nancial liabilities measured at amortised cost (mainly in-
cludes borrowings from nancial institutions, IFRS 16 lease liabilities and trade payables) .
Financial liabilities are initially recognised at fair value and are subsequently measured either at am
-
ortised cost or at fair value, based on the classication 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 specied in the agreement has
been fullled or rescinded or ceases to be valid.
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 general meetings of shareholders.
Expenses related to the issuance and acquisition of own equity instruments are presented as deduc
-
tions from equity. If Martela Oyj buys back its own equity instruments, their cost is deducted from equity.
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DIVIDENDS
Dividends proposed by the Board of Directors are not recorded in the nancial statements but the relat-
ed liability is only recognised when approved by a 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 outow of economic benets 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 nancial statements it is necessary to make forward-looking estimates and assump-
tions which may not, in fact, turn out to be true. In addition, it is necessary to use judgement in apply-
ing accounting policies to the nancial statements. The foremost estimates concern the utilisation of
deferred tax assets against future taxable income and the assumptions used in the impairment test
-
ing. 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 denition of
the lease period in lease contracts of indenite duration under IFRS 16. Estimates and assumptions are
based on management’s current best knowledge at the end of the reporting period, reecting historical
experience and other reasonable assumptions.
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 ex
-
ceeds 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 ows. An impairment loss is recognised if the balance sheet value of an asset or a cash-gener
-
ating 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 recov
-
erable 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 impair
-
ment. 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 ows are based on nancial plans approved by man
-
agement, covering a period of ve years. The central assumptions concern development of growth and
protability. The cash ows beyond the ve-year period are estimated based on 1.5% 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 nan
-
cial 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 conrmed deductible tax losses) and changes to the interpretations of tax regu
-
lations. 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
sufcient taxable income to be able to utilise the temporary differences, such as conrmed tax losses,
on which the deferred tax assets are based.
Deferred tax assets are not recorded for taxation losses in subsidiaries.
New and amended IFRS-standards and interpretations effective from
2022 onwards
In 2022 and thereafter, the Group will adopt the following new and revised standards and interpretations
issued by the IASB. The amendments are not expected to have a material impact on the company’s reporting.
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EFFECTIVE FROM 1 JANUARY 2022
Annual improvements 2018—2020 to IFRS standards: IFRS 9 Financial instruments: the amendment
claries that in assessing whether a change in a nancial liability results in a modication in an existing
debt instrument or the recognition of a new debt instrument, the entity should calculate the discount
-
ed present value of the remaining cash ows associated with the nancial liability before and after the
modication, including fees paid and received between the lender and the borrower.
Amendments to IAS 16 Property, Plant and Equipment: The amendments claries how proceeds are
recognised from selling items produced while bringing that asset to the location and condition neces
-
sary for it to be capable of operating in the manner intended by management. According to the clarica-
tion, such proceeds should recognised as income instead of deducting the cost of an item of property,
plant and equipment
Amendments to IAS 37: The amendments claries that the costs that relate directly to an onerous
contract include incremental costs such as labour and material and an allocation of costs directly relat
-
ed to contract activities such as depreciation of property, plant and equipment used.
EFFECTIVE FROM 1 JANUARY 2023 AND LATER
Amendments to IAS 1 Presentation of nancial statements: The amendment clarify how liabilities should
be classied as current or non-current when the company has the right to defer payment at least 12
months. In accordance with the amendment a liability that falls due within 12 months of the reporting
date is presented as non-current if the entity has the right to continue the liability for at least 12 months
after the reporting date. In this case, the liability is presented as non-current at the reporting date, regard
-
less of the probability or the intention of management to repay the liability within the next 12 months.
Amendments to IAS 12 Income Taxes: Deferred taxes on transactions for which companies recognise
both an asset and a liability. Amendment species how company account for deferred tax on transac
-
tions such as leases.
Amendments to IAS 1 Presentation of nancial statements: The amendment claries when the change
in accounting policy is material and how entities apply the concept of materiality in making decisions
about accounting policy disclosures.
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1. Segment reporting
As a result of harmonising and combining processes, the organisation, reporting and systems, as of 2017 the company reports
consolidated gures 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.
(EUR 1,000) 1.1.–31.12.2021 1.1.–31.12.2020
Revenue by area
Finland 69,717 72,350
Sweden 8,667 9,172
Norway 5,827 3,770
Other areas 7, 6 78 3,093
Total 91,889 88,385
Income from the sale of goods 78,452 74,209
Income from the sale of services 13,437 14,176
Total 91,889 88,385
Assets
Information about geographical regions
Non-current assets
Intangible assets
31.12.2021
Tangible assets
31.12.2021
Finland 4,588 8,744
Sweden 0 113
Other regions 0 108
Total 4,588 8,965
Non-current assets
Intangible assets
31.12.2020
Tangible assets
31.12.2020
Finland 5,788 10,153
Sweden 0 101
Other regions 4 132
Total 5,792 10,387
(EUR 1,000) 31.12.2021 31.12.2020
Assets and liabilities from contracts with customers
Trade receivables 17,597 12,656
Accrued income based on customer contracts 1,082 646
Prepayments based on customer contracts 2,625 2,281
Revenue includes EUR 669 thousand (579) income from sold furniture that based on the customer agreement is classied as
rental income.
2. Other operating income
(EUR 1,000) 1.1.–31.12.2021 1.1.–31.12.2020
Gains on sale of tangible assets 25 62
Rental income 243 257
Public subsidies 253 16
Other income from operations 115 205
Total 637 540
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3. Employee benets expenses 4. Other operating expenses
5. Depreciation and impairment
(EUR 1,000) 1.1.–31.12.2021 1.1.–31.12.2020
Salaries and wages -18,560 -18,936
Pension expenses, dened contribution plans -2,536 -2,933
Pension expenses, dened benet plans -184 -221
Part paid as share-based incentives -106 72
Other salary-related expenses -1,298 -1,053
Personnel expenses in the income statement -22,684 -23,072
Other fringe benets -380 -371
Total -23,064 -23,442
(EUR 1,000) 1.1.–31.12.2021 1.1.–31.12.2020
Freight -1,019 -527
Travel -275 -448
Administration -2,003 -1,582
IT -2,645 -2,833
Marketing -812 -1,198
Vehicles -270 -214
Real estate -1,220 -1,065
Other -3,187 -2,631
Total -11,431 -10,498
Auditors' fees 1.1.–31.12.2021 1.1-31.12.2020
Auditing -125 -73
Other services -12 -7
Total -137 -80
(EUR 1,000) 1.1.–31.12.2021 1.1.–31.12.2020
Depreciation
Intangible assets -1056 -2196
Tangible assets
Buildings and structures -462 -484
Machinery and equipment -729 -695
Depreciation, total -2,248 -3,375
Depreciation of right-of-use assets according to IFRS 16
Buildings and structures -2,216 -2,171
Machinery and equipment -964 -977
Depreciation, total -3,180 -3,148
Personnel 2021 2020
Personnel on average, workers 216 227
Personnel on average, ofcials 203 223
Personnel on average, total 419 451
Personnel at year-end 400 435
Personnel on average in Finland 346 375
Personnel on average in Sweden 23 24
Personnel on average in Norway 14 15
Personnel on average in Poland 36 37
Total 419 451
A total of EUR 671 thousand for 2021 and EUR 729 thousand from 2020 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.
Auditors’ fees are included in administration expenses.
Other operating expenses are reported by type of expense.
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6. Research and development expenses
The income statement includes research and development expenses of EUR -2,159 thousand (EUR -1,971 thousand).
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%.
The company has no diluting instruments December 31, 2021 or December 31, 2020.
For more information on weighted average number of shares see note 16.
7. Financial income and expenses
8. Income taxes
(EUR 1,000) 1.1.–31.12.2021 1.1.–31.12.2020
Financial income
Interest income on loans and other receivables 20 18
Foreign exchange gain on loans and other receivables 37 95
Other nancial income 43 10
Total 100 123
Financial expenses
Interest expenses from nancial liabilities measured at amortised cost -326 -403
Foreign exchange losses on loans and other receivables -340 -224
Interest expenses of lease liabilities according to IFRS 16 -143 -162
Other nancial expenses -306 -152
Total -1,114 -940
Financial income and expenses, total -1,014 -818
Total exchange rate differences affecting prot and loss are as follows:
Exchange rate differences, sales (included in revenue) -26 -33
Exchange rate differences, purchases (included in adj. of purchases) -36 -72
Exchange rate differences, nancial items -303 -128
Exchange rate differences, total -365 -234
(EUR 1,000) 1.1.–31.12.2020 1.1.–31.12.2019
Prot before taxes -2,324 -4,813
Taxes calculated using the domestic corporation tax rate -465 -963
Deferred taxes -147
Different tax rates of subsidiaries abroad -39 -46
Taxes for previous years -46 -77
Recognition of unused tax losses not booked earlier -100 -116
Tax-exempt income -12 0
Non-deductible expenses 164 44
Unbooked deferred tax assets on losses in taxation 799 1,908
Other items -92 -758
Income taxes for the year in the p/l (+ = expense, - = prot) 61 -7
(EUR 1,000) 1.1.–31.12.2021 1.1.–31.12.2020
Income taxes, nancial year -162 -25
Taxes for previous years -46 -77
Change in deferred tax liabilities and assets 147 110
Total -61 7
9. Earnings per share
The basic earnings per share is calculated dividing the prot attributable to equity holders of the parent by the weighted average
number of shares outstanding during the year.
(EUR 1,000) 1.1.–31.12.2021 1.1.–31.12.2020
Prot attributable to equity holders of the parent -2,385 -4,806
Weighted average number of shares (1,000) 4,495 4,143
Basic earnings per share (EUR/share) -0.53 -1.16
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10. Intangible assets
(EUR 1,000)
1.1.–31.12.2021
Intangible assets Goodwill Work in progress Total
1.1.–31.12.2020
Intangible assets Goodwill Work in progress Total
Acquisition cost 1.1. 15,360 883 317 16,560 13,267 883 2,038 16,188
Increases 217 217 2,092 936 3,028
Decreases -375 -375 0 -2,656 -2,656
Acquisition cost 31.12. 15,360 883 159 16,402 15,360 883 317 16,560
Accumulated depreciation 1.1. -10,769 0 0 -10,769 -8,582 0 0 -8,582
Accumulated depreciation, decreases 0 0 0 0
Depreciation for the year 1.1.-31.12. -1,045 -1,045 -1,299 -1,299
Impairment 0 -888 -888
Exchange rate differences
Accumulated depreciation 31.12. -11,814 0 0 -11,814 -10,769 0 0 -10,769
Carrying amount 1.1. 4,591 883 317 5,792 4,685 883 2,038 7,605
Carrying amount 31.12. 3,546 883 159 4,588 4,591 883 317 5,792
Goodwill
The Group’s Goodwill EUR 883 thousand (EUR 883 thousand) relates to the Grundell acquisition Martela made
December 31, 2011. The expected future cash ows will be generated through more extensive service solutions encompassing
also products and the already implemented prot 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 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 ows. The cash ow forecasts rely on the plans approved by the
management concerning protability and the growth rate of revenue. The plans cover a ve-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 3.0%. The use of testing model requires making es-
timates and assumptions concerning market growth and general interest rate level. The used post-tax discount rate is 7.4% (9.4%)
which equals the weighted average cost of capital.
The cash ows after the ve-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 4.3 million higher than the book value according to the performed impairment
test. The rise in discount rate by 18%-units or the actual operating prot (EBIT) level on the terminal year to be 3%-units lower than
estimated would cause that the recoverable amount of the cash generating units would be the same as the book value.
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11. Tangible assets
1.1.2021 – 31.12.2021 (EUR 1,000) Land areas Buildings Buildings IFRS 16
Machinery and
equipment
Machinery and
equipment
IFRS 16
Machinery and
equipment
IFRS 16 WAAS*
Other tangible
assets Work in progress Total
Acquisition cost 1.1. 83 23,953 9,537 33,123 2,637 1,670 34 153 71,191
Increases 93 841 533 316 1,381 3,165
Decreases -1,280 -11 -140 -631 -76 -2,137
Exchange rate differences 1 1
Acquisition cost 31.12. 83 24,046 9,099 33,645 2,814 2,421 34 77 72,220
Accumulated depreciation 1.1. 0 -22,217 -5,203 -31,499 -1,054 -403 0 0 -60,377
Accumulated depreciation, decreases 0 1,207 1 101 212 0 0 1,522
Depreciation for the year 1.1.-31.12. 0 -468 -2,216 -726 -611 -366 0 0 -4,389
Exchange rate differences 15 -27 0 0 -12
Accumulated depreciation 31.12. 0 -22,670 -6,212 -32,251 -1,564 -558 0 0 -63,255
Carrying amount 1.1. 83 1,736 4,334 1,624 1,583 1,266 34 153 10,814
Carrying amount 31.12. 83 1,376 2,887 1,395 1,250 1,863 34 77 8,965
1.1.2020 – 31.12.2020 (EUR 1,000) Land areas Buildings Buildings IFRS 16
Machinery and
equipment
Machinery
and equipment
IFRS 16
Machinery
and equipment
IFRS 16 WAAS*
Other tangible
assets Work in progress Total
Acquisition cost 1.1. 83 23,903 7,500 32,415 5,614 914 34 119 70,582
Increases 50 2,194 741 1,606 768 34 5,392
Decreases -157 -33 -4,582 -12 -4,784
Exchange rate differences -2 -2
Acquisition cost 31.12. 83 23,953 9,537 33,123 2,637 1,670 34 152 71,189
Accumulated depreciation 1.1. 0 -21,730 -3,162 -30,817 -4,776 -90 0 0 -60,575
Accumulated depreciation, decreases 0 130 21 4,383 2 0 0 4,536
Depreciation for the year 1.1.-31.12. 0 -487 -2,171 -703 -662 -315 0 0 -4,338
Exchange rate differences 0 0 0
Accumulated depreciation 31.12. 0 -22,217 -5,203 -31,499 -1,054 -403 0 0 -60,377
Carrying amount 1.1. 83 2,173 4,337 1,598 839 824 34 119 10,007
Carrying amount 31.12. 83 1,736 4,334 1,624 1,582 1,266 34 152 10,813
*WAAS, Workplace as a Service-business area assets, that are classied as operative leasing contracts according to IFRS 16 and in which company according to the standard operates as lessor.
*WAAS, Workplace as a Service-business area assets, that are classied as operative leasing contracts according to IFRS 16 and in which company according to the standard operates as lessor.
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12. Book values of nancial assets and liabilities by group
(EUR 1,000)
Financial assets measured
at amortised costs
Financial liabilities measured
at amortised cost
Book values of
balance sheet items
Fair
value
Hierarchy
level Note
2021 BALANCE SHEET ITEMS
Non-current nancial assets
Other nancial assets 7 7 2
Loan receivables 535 535 535 2
Current nancial assets
Trade and other receivables 17,597 17,597 17,597 2 15
Book value by group 18,132 18,139 18,139
Non-current nancial liabilities
Interest-bearing liabilities 1,791 1,791 1,791 2 18
Current nancial liabilities
Interest-bearing liabilities 10,952 10,952 10,952 2 18
Trade payables and other liabilities 16,146 16,146 16,146 2 21
Book value by group 28,890 28,890 28,890
(EUR 1,000)
Financial assets measured
at amortised costs
Financial liabilities measured
at amortised cost
Book values of
balance sheet items
Fair
value
Hierarchy
level Note
2020 BALANCE SHEET ITEMS
Non-current nancial assets
Other nancial assets 7 7 2
Current nancial assets
Trade and other receivables 12,656 12,656 12,656 2 15
Book value by group 12,656 12,663 12,663
Non-current nancial liabilities
Interest-bearing liabilities 6,277 6,277 6,277 2 18
Current nancial liabilities
Interest-bearing liabilities 8,656 8,656 8,656 2 18
Trade payables and other liabilities 14,118 14,118 14,118 2 21
Book value by group 29,052 29,052 29,052
Other nancial assets include investments in unlisted equities. They 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 re-
ceivables.
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 corre-
spond to their fair values. Discounting has no material effect.
Fair values of each nancial 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 nancial statements are categorised into
three levels in the fair value hierarchy based on the inputs used in the valuation technique to de-
termine 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 as-
set or liability either directly or indirectly e.g. discounted cash ows 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.
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13. Deferred tax assets and liabilities
Changes in deferred taxes during 2021 (EUR 1,000) 1.1.2021
Recognised in the
income statement
Recognised in the other
comprehensive income
Exchange rate
differences 31.12.2021
Deferred tax assets
Pension obligations 68 0 -43 0 26
Other temporary differences 245 85 0 -16 315
Total 314 85 -43 -16 340
Deferred tax liabilities
On buildings measured at the fair value of the transition date 198 -66 0 0 132
Other temporary differences 0 4 0 0 4
Total 198 -62 0 0 137
Deferred tax assets and liabilities, total 115 147 -43 -16 204
Changes in deferred taxes during 2020 (EUR 1,000) 1.1.2020
Recognised in the
income statement
Recognised in the other
comprehensive income
Exchange rate
differences 31.12.2020
Deferred tax assets
Pension obligations 64 0 4 0 68
Other temporary differences 153 23 0 70 245
Total 217 23 4 70 314
Deferred tax liabilities
On buildings measured at the fair value of the transition date 264 -66 0 0 198
Other temporary differences 19 -20 0 0 0
Total 283 -86 0 0 198
Deferred tax assets and liabilities, total -67 108 4 70 115
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 27.1 million (24.6 in 2020) including current year results.
Of these losses EUR 5.1 million expires from 2028 and the remaining part, according to current knowledge, have no expiration
date. The losses originate mainly from foreign subsidiaries.
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14. Inventories
15. Current trade receivables and other receivables
(EUR 1,000) 31.12.2021 31.12.2020
Raw materials and consumables 9,309 7, 7 5 7
Work in progress 1,247 1,063
Finished goods 1,563 654
Total 12,119 9,473
Age distribution of trade receivables
(TEUR) 2021
Incl. credit loss
provision 2020
Incl. credit loss
provision
Undue 13,220 51 10,318 55
0-6 months overdue 3,804 58 2,064 33
6-12 months overdue 510 424 144 12
12-24 months overdue 44 43 22 12
Over 24 months overdue 20 74 107 638
Total 17,597 650 12,656 751
(EUR 1,000) 31.12.2021 31.12.2020
Trade receivables 17,597 12,656
Accrued income and prepaid expenses of
Personnel expenses 107 150
Advances 2,007 1,755
Accrued income and prepaid expenses total 2,114 1,905
Total 19,712 14,562
Region (TEUR) 2021 2020
Finland 11,600 9,883
Scandinavia 3,348 1,627
Other European countries 2,566 806
Other regions 84 340
Total 17,597 12,656
The value of inventories has been written down by -282 thousand (-229 thousand 2020) 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 prod-
uct is still on sale but there has been decision to nish its selling, it will be written down to equal half of its value.
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 over-
due 100%. The credit loss provision also includes 65% of the total receivables of a nancier of Martela that went bankrupt, in to-
tal EUR 411 thousand. The sales invoices are interest-free and the most general payment term is 7 days.
The maximum trade receivable credit risk amount on the balance sheet date 31 December by country or region:
The age distribution of Group trade receivables on the balance sheet date 31 December is presented in the following table:
Credit risks from trade receivables are not concentrated.
In 2021 credit losses of EUR -508 thousand (EUR -79 thousand) has been recognised as expenses and are presented
in other operating expenses.
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16. Equity
Share capital
The paid share capital entered in the Trade register is EUR 7,000,000. According to the Articles of Association the maximum
share capital is EUR 14,000,000 and the minimum capital EUR 3,500,000. the counter value of a share is 1.55 (1.68). 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.
Number of shares
Changes in share capital
(EUR 1,000)
A shares K shares
Share
capital
Share premium
account
Reserve for invested
unrestricted equity
Treasury
shares Total
1.1.2020 3,537,718 604,800 7,000 1,116 -128 7,9 8 8
Share issue
31.12.2020 3,537,718 604,800 7,000 1,116 -128 7,9 8 8
Shares of directed share issue 352,440 962 962
Share issue
31.12.2021 3,890,158 604,800 7,000 1,116 962 -128 8,950
Martela Oyj owns 13,082 A shares purchased at an average price of 10.65. The number of treasury shares is equivalent to 0.29%
of all shares and 0.08% of all votes.
Acquisition of shares for the share-based incentive scheme and the management of the scheme have been outsourced to an ex-
ternal service provider.
Translation differences in equity comprises translation differences of nancial statements of foreign subsidiaries when translat-
ed 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 18,360 thousand on December 31, 2021.
17. Share-based payments
Share-based incentive plan for the group’s key employees 2021, 2022 and 2023
The prerequisite for participating in the new 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 pay-
ment 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 new Performance-based Matching Share Plan 2021–2023 consists of three perfor-
mance periods, covering the nancial 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 2021, the rewards are based on the Group’s Earnings before Interest and Tax-
es (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.
Program Share-based incentive programme 2021–2023
Type Share
Instrument Earning period 2021 Earning period 2022 Earning period 2023
Issuing date 6 May 2021 6 May 2021 6 May 2021
Maximum amount, pcs 718,000 718,000 718,000
Dividend adjustment No No No
Grant date 18.3.2021 18.3.2021 18.3.2021
Beginning of earning period 1.1.2021 1.1.2022 1.1.2023
End of earning period 31.12.2021 31.12.2022 31.12.2023
End of restriction period 31.5.2022 31.5.2023 31.5.2024
Vesting conditions
Share ownership, employment
until the end of vesting date, EBIT
Maximum contractual life, yrs 1.4 1.4 1.4
Remaining contractual life, yrs 0.4 1.4 1.4
Number of persons at the end
of reporting year
35 35 35
Payment method Cash & Equity Cash & Equity Cash & Equity
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Changes during the period 2021 Earning period 2021 Earning period 2022 Earning period 2023
1.1.2021
Outstanding at the beginning of the
reporting period, pcs
Changes during the period
Granted 203,808 203,804 203,788
Forfeited 50,794 50,794 50,794
Shares given
Outstanding at the end of the period 153,014 153,010 152,994
Effects from the share-based incentive programme on the nancial year 2021 (EUR 1,000)
Expenses for the nancial year, share-based payment
Expenses for the nancial year, share-based payments, equity settled 106,239
Liabilities arising from share-based payments on 31.12.2021 106,239
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.
Share-based incentive programme 2017–2018 and 2019–2020
No incentives have been paid for any of the earning periods of the earlier share-based incentive programme.
Program Share-based incentive programme 2017–2018 and 2019–2020
Type Share
Instrument Earning period 2017–2018 Earning period 2019–2020
Issuing date 15.12.2016 15.12.2016
Maximum amount, pcs 80,000 100,000
Dividend adjustment No No
Grant date 7.4.2017 13.12.2018
Beginning of earning period 1.1.2017 1.1.2019
End of earning period 31.12.2018 31.12.2020
End of restriction period 15.4.2019 30.4.2021
Vesting conditions EBIT Revenue and EBIT
Maximum contractual life, yrs 3.3 3.3
Remaining contractual life, yrs 0.0 0.0
Number of persons at the end of
reporting year
0 5
Payment method Cash & Equity Cash & Equity
Changes during the period 2020 Earning period 2017–2018 Earning period 2019–2020 Total
1.1.2020
Outstanding at the beginning of the
reporting period, pcs
91,000 91,000
Changes during the period
Granted
Forfeited 91,000
Shares given
Outstanding at the end of the period 91,000 0
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18. Financial liabilities
(EUR 1,000) 31.12.2021 31.12.2020
Non-current
Loans from nancial institutions 0 2,900
Lease liabilities, IFRS 16 1,791 3,377
Total 1,791 6,277
Current 31.12.2021 31.12.2020
Loans from nancial institutions 8,491 6,000
Lease liabilities, IFRS 16 2,461 2,656
Total 10,952 8,656
Lease liabilities are payable as follows:
31.12.2021
Lease liabilities, IFRS 16
31.12.2020
Finance lease liabilities, IFRS 16
Lease liabilities - total amount of minimum lease payments
No later than one year 2,543 2,782
Later than one year and no later than ve years 1,898 3,439
Later than ve years
Total 4,440 6,221
Lease liabilities - present value of minimum lease payments
No later than one year 2,461 2,656
Later than one year and no later than ve years 1,792 3,339
Later than ve years 41
Total 4,254 6,036
Unearned nance expense 187 184
Amounts recognised in prot or loss (EUR 1,000) 31.12.2021 31.12.2020
Interest on lease liabilities 132 -236
Expenses related to short-term leases -1,052 -830
Non-cash changes
Changes in net debt 2021 1.1.2021
Cash
ows
Transfer between
groups
IFRS 16
increase
IFRS 16
repayments 31.12.2021
Long-term liabilities total 6,277 0 -2,900 764 -2,351 1,790
Short-term liabilities total 8,656 -409 2,900 2,765 -2,960 10,952
Total liabilities from the nancing
activities
14,933 -409 0 3,528 -5,310 12,742
Non-cash changes
Changes in net debt 2020 1.1.2020
Cash
ows
Transfer between
groups
IFRS 16
increase
IFRS 16
repayments 31.12.2020
Long-term liabilities total 5,797 4,400 -4,459 2,851 -2,311 6,277
Short-term liabilities total 8,315 -4,333 4,459 3,169 -2,953 8,656
Total liabilities from the nancing
activities
14,112 67 0 6,020 -5,265 14,933
The Group’s bank loans have either variable or xed interest rates. The Group’s average interest rate is 4.0% (4.2%). The current
portions of debt are presented more in detail under note 22 Management of nancial risks.
A covenant linked to net debt to EBITDA-ratio is attached to the Group’s bank loans. The net debt to EBITDA-ratio can be at
maximum 3.7 according to the contract. When calculating these gures, the net debt is the net debt of the review date, and the
EBITDA is the sum of the four preceding quarter EBITDA. If Martela breaches this covenant, the loans will fall due immediately
unless Martela manages to recover the ratio during the following quarter or the lender gives a waiver. The total value of the loan
submitted to this covenant was EUR 6.9 million on December 31, 2021 and Martela met the contract at the end of the reporting
period. (Calculated gure: net debt/EBITDA 2.0) Martela didn’t full the covenant in the end of the second and third quarter, as a
result of which the loan is classied as current in the balance sheet.
Mortgages and guarantees given by credit institutions and, to a minor degree, pledged shares in housing corporations owned by
the company are used as collateral for bank and pension loans.
More information in note 23 Pledges granted and contingent liabilities.
The average interest of nancial leases was 3.1% in 2021 and 3.7 % in 2020.
Company has signed new premises lease contract on
May 24, 2021 which estimated starting date is April 1, 2022.
Contract is valid at least until March 31, 2029, and the monthly rent is
EUR 30,754.
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19. Pension obligations
Martela’s dened benet 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 as an asset. As the funds belong to the insurance companies, they
cannot be itemised in Martela’s consolidated nancial statements.
Changes in dened benet liability Present value of the dened benet liability Fair value of the funds included in the plan Net debt of the dened benet liability
(EUR 1,000) 2021 2020 2021 2020 2021 2020
1.1. 3,513 3,059 -3,172 -2,737 342 322
Recognised in prot or loss
Service cost in the period 158 148 158 148
Past service cost 0 0 0 0
Interest expense or income 23 34 -21 -31 2 3
Settlements -719 0 719 0
-538 181 698 -31 160 150
Recognised in other comprehensive income
Items resulting from remeasurement:
Gains (-) or losses (+) resulting from changes in demographical assumptions 0 0 0 0
Actuarial gain (-) and losses (+) resulting from changes in nancial assumptions -123 279 -123 279
Experience based prots (-) or losses (+) -255 -6 -255 -6
Return on the funds included in the plan, excluding items in interest expenses or income (+/-) 111 -301 111 -301
-378 273 111 -301 -266 -27
Other items
Employer's payments (+) 0 0 -107 -102 -107 -102
31.12. 2,597 3,513 -2,469 -3,172 128 342
Dened benet liability Fair value of the funds included in the plan
Effect of a change in the assumption employed The assumption is growing The assumption is growing
Discount rate (0.5% change) -8,2% -7.6%
Increase in salaries (0.5% change) N/A N/A
Morality rate (a change of 5% points) -1,3% -1.2%
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 signicant risk. In addition, an increase in life expectancy
does not pose a signicant risk for Martela, as insurance companies will bear most of the impact of this.
The pensions are xed to 2017 salary levels and accounted for accordingly.
The Group anticipates that it will pay a total of EUR 79 thousand to dened benet pension plans in the nancial period of 2022.
Sensitivity analysis
The following table illustrates the effects of changes in the most signicant actuarial assumptions on the funds related to the dened benet pension liability and plans.
The weighted average of the duration of the plans is 17.2 years.
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20. Provisions 22. Management of nancial risks
21. Current liabilities
(EUR 1,000) 31.12.2021 31.12.2020
Long-term provisions 236 282
Short-term provisions 59 70
Total 295 352
Provisions 1.1.2021 352
Net change in provisions -57
Provisions 31.1.2021 295
(EUR 1,000) 31.12.2021 31.12.2020
Financial liabilities 10,952 8,656
Advances received 2,625 2,281
Trade payables 13,099 8,885
Total 26,677 19,822
Accrued liabilities and prepaid income of
Personnel expenses 4,611 5,432
Interests 153 170
Royalties 256 155
Residual expenses 3,380 2,530
Other 2 2
Total 8,402 8,289
Other current liabilities 2,894 5,063
Other 2,894 5,063
Provisions* 59 70
Current liabilities 38,032 33,245
The normal warranty for standard Martela produced products is ve years. The warranty provision has been calculated as an esti-
mate of the 5-year warranties for Martela products and the sale of Martela products.
*For more information see note 20.
Financial risks are unexpected exceptions relating to exchange rates, liquidity, customer liquidity, investments and interest rates.
The objective of nancial risk management is to ensure that the company has sufcient nancing on a cost-efcient basis and
to reduce the adverse effects of nancial market uctuations on the Group’s result and net assets. The general principles of risk
management are approved by Board of Directors and the practical implementation of nancial risk management is on the respon-
sibility of the parent company’s nancial administration.
Market risks
Market risks comprise the following three risks: Currency risk, interest rate risk and price risk. The associated uctuations in ex-
change rates, market interest rates and market prices may lead to changes in the fair value of nancial instruments and in the fu-
ture cash ows and hence they impact the result and balance sheet of the Group.
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 nancing of foreign subsidiaries and equity that is denominated in foreign currencies. Trans-
lation risks result from incoming cash ows denominated in foreign currencies. Translation risk arise when the value of the capital
invested in the parent company’s foreign subsidiaries, annual prots and loans change as a result of exchange rate uctuations.
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 nancial periods of 2020 and 2021.
The following table presents currency risks per instrument and currency.
Transaction risks per instrument and currency 31.12.2021 (EUR 1,000)
EUR SEK NOK
Trade receivables 0 3,323 1,590
Trade payables 74 430 55
Total 74 3,753 1,645
EUR SEK NOK
Trade receivables 0 1,144 1,333
Trade payables 3 0 69
Total 3 1,144 1,402
Transaction risks per instrument and currency 31.12.2020 (EUR 1,000)
The impact of other currencies is minor.
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Analysis of sensitivity to transaction risk
The following table presents the average impact of 10 per cent change in exchange rates on 31 December on the company’s nancial re-
sult before taxes and capital for 2021 (2020). The estimates are based on the assumption that no other variables change.
Price risk
Available-for-sale shares included in nancial 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 serious-
ness 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 par-
ent company’s nancial management.
The principles of credit risk management are conrmed by Martela’s Board of Directors. Risk management is based on the au-
thorisations given to the organisation.
Credit risks related to the company’s trade and other receivables are minimised by using short terms of payment, effective col-
lection measures and accounting for the counterparty’s creditworthiness. Supply agreements are used when the customer com-
pany is unknown and the available credit information is insufcient. 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 conrmed irrevocable Letters of Credit.
The book value of nancial assets corresponds to the maximum amount of the credit risk.
The maximum nancial asset credit risk amount on the balance sheet date 31 December is presented in the following table:
Analysis of sensitivity to interest rate risks
Impact of 1% increase in interest rate on nancial result before taxes and capital on the balance sheet date 31 December.
Decrease in interest rate would have an opposite impact of equal size.
Interest rate risks
The Group’s interest rate risks relate mainly to the Group’s loan portfolio. The duration of loans varies between 1–5 years. The
Group can raise either xed-interest or variable-interest loans and can use interest rate swaps.
The following table presents the distribution of the Group’s nancial instruments into xed interest rate and variable interest rate on
the balance sheet date.
Analysis of sensitivity to transaction risk (EUR 1,000) Impact on result
31.12.2021
EUR +/- 7
SEK +/- 375
NOK +/- 165
Analysis of sensitivity to transaction risk (EUR 1,000) Impact on result
31.12.2020
EUR +/- 0
SEK +/- 144
NOK +/- 140
Analysis of sensitivity to interest rate risks (EUR 1,000) Impact on result
31.12.2021
Financial liabilities
Variable rate nancial instruments -85
Analysis of sensitivity to interest rate risks (EUR 1,000) Impact on result
31.12.2020
Financial liabilities
Variable rate nancial instruments -89
Financial instruments (EUR 1,000) 31.12.2021 31.12.2020
Fixed rate
Financial liabilities 4,253 6,033
Variable rate
Financial liabilities 8,491 8,900
Total 12,744 14,933
Maximum nancial asset credit risk (EUR 1,000) 2021 2020
Financial assets measured at fair value through prot or loss 7 7
Non-current loan receivables 535
Trade receivables and other receivables 19,712 14,562
Cash and cash equivalents 4,926 11,172
Total 25,180 25,741
See note 15 for additional information on trade receivables and the related credit loss provisions.
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Liquidity risks
The Group strives to assess and monitor the amount of funding required by business operations so that there are sufcient liquid
assets for operating expenses and repayment of maturing loans. In addition, the Group continually maintains sufcient liquidity
by means of effective cash management solutions such as cash reserves and overdrafts. The renancing risk is managed by bal-
ancing the maturity schedules of loans and bank overdrafts according to forecast cash ows and by using several banks in -
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:
nancial operations. A covenant is linked to the bank’s loans in by the group. For more information on the bank loans and the cove-
nants see note 18. Sudden changes on nancial markets or in the operational environment of Martela may affect negatively on the
liquidity of the Group and its ability to meet its payment obligations.
Cash and cash equivalent at the year-end 2021 were EUR 4,926 thousand and unused credit limits EUR 218 thousand.
Cash and cash equivalent at the year-end 2020 were EUR 11,172 thousand and unused credit limits EUR 883 thousand.
Contractual cash ows mature as follows (EUR 1,000): 2022 2023 2024 2025 2026 Later Total Balance sheet value
Bank loans 6,900 6,900 6,900
Finance leases 2,461 1,056 534 162 41 0 4,254 4,254
Trade payables 13,099 0 0 0 0 0 13,099 13,099
Loan interest and guarantee fees 266 38 0 304
Total 22,727 1,094 534 162 41 0 24,557
Contractual cash ows mature as follows (EUR 1,000): 2021 2022 2023 2024 2025 Later Total Balance sheet value
Bank loans 6,000 1,000 1,900 8,900 8,900
Financial leases 2,449 2,346 739 333 150 41 6,059 6,059
Trade payables 8,885 0 0 0 0 0 8,885 8,885
Loan interest and guarantee fees 324 106 38 0 0 468
Total 17,658 3,452 2,677 333 150 41 24,312
Equity ratio 31.12.2021 31.12.2020
Shareholders' equity 10,760 11,639
Balance sheet total - advance payments 48,566 49,852
Equity to assets ratio % 22.2 23.3
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23. Pledges granted and contingent liabilities
24. Related party transactions
(EUR 1,000) 31.12.2021 31.12.2020
Debts secured by mortgages
Bank and pension loans 6,900 8,900
Property mortgages 7,565 7,565
Corporate mortgages 13,286 14,358
Total mortgages 20,851 21,923
Other pledges
Guarantees as security for rents 527 379
(EUR 1,000) 2021 2020
Management employee benets
Salaries and other short-term employee benets -1,182 -1,211
Total -1,182 -1,211
Salaries and fees 2021 2020
Board members -158 -173
CEO* -292 -392
Management team members (excl. CEO) -732 -646
Total -1,182 -1,211
Fees paid to Board members: 2021 2020
Andersson Minna -21.6 -20.4
Leskinen Eero* -5.5
Martela Eero -22 -22
Martela Heikki* -10.6 -42.4
Mattson Jan -22 -22
Mellström Katarina -22 -22
Mild Johan** -37.3 -16.5
Vepsäläinen Anni -22 -22
Total -157.5 -172.8
Group structure Domicile
Holding (%)
31.12.2021
Of votes (%)
31.12.2021
Sales
company
Production
company
Parent company
Martela Oyj Finland x x
Subsidiaries
Kidex Oy Finland 100 100 x x
Grundell Muuttopalvelut Finland 100 100 x
Martela AB, Nässjö Sweden 100 100 x
Aski Avvecklingsbolag AB, Malmö Sweden 100 100
Martela AS, Oslo Norway 100 100 x
Martela Sp.z o.o., Varsova Poland 100 100 x x
Tehokaluste Oy Finland 100 100 x
Martela Group’s related party transactions comprise the CEO, members of the Board and the Group’s management team,
as well as their family members. Martela Group’s related parties also include a shareholder who holds at least 20% of the com-
pany’s total number of votes. Members of the Board hold a total of 1.3% of the shares and 6.4% of the votes. Persons in the man-
agement own a total of 132,564 Martela Corporation shares as at December 31, 2021. As part of the implementation of the Per-
formance-based Matching Share Plan 2021-2023, described in note 17, Board of Directors has resolved to grant plan participants
interest-bearing loans to nance the acquisition of the company’s shares. Maximum amount of the loan is 70 per cent of the par-
ticipant´s investment in shares. Loan is to be repaid the latest by December 31, 2025 and interest is 12-month Euribor, however not
below 0%. Management has been granted loan in total EUR 222,774.83, of which EUR 69,999.93 has been granted to CEO and other
management EUR 152,774.90.
*Upon the dismissal of Martela’s President and CEO, a total of EUR 66 thousand was paid in 2020, including social security costs.
*Member of Board until Q1 2021.
*Member of Board from Q2 2020 until Q1 2021, Chairman of Board from Q2 2021.
Fees based on board membership are not paid to members employed by the company.
Management employee benets
The Group has determined key persons in management to be:
• Members of the Board of Directors
• CEO
• Group’s Management Team
The table below presents the employee benets received by key persons in management. Employee benets are presented with
the accrual method. Voluntary pension plans, which include both dened contribution plans and dened benet plans, are recog-
nised as post-employment benets.
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Salaries, fees and pension commitment to CEO 2021 2020
Salaries and fees -235 -320
Statutory earnings-related pension payment (TyEL) on salaries -57 -71
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.
25. Key nancial indicators for the Group
Martela Group 2017-2021 2021 2020 2019 2018 2017
Revenue MEUR 91.9 88.4 106.2 103.1 109.5
Change in revenue % 4.0 -16.8 3.0 -5.9 -15.2
Export and operations outside Finland MEUR 22.1 16.3 23.1 17.0 22.3
In relation to revenue % 24.1 18.5 21.7 16.5 20.4
Exports from Finland MEUR 21.9 16.1 22.7 16.3 18.4
Gross capital expenditure MEUR 0.4 1.2 2.3 1.7 2.2
In relation to revenue % 0.4 1.4 2.1 1.6 2.1
Depreciation MEUR 5.4 6.5 4.9 2.6 2.6
Research and development MEUR 2.2 2.0 2.2 1.9 2.0
In relation to revenue % 2.3 2.2 2.1 1.8 1.8
Personnel on average 419 451 494 510 508
Change in personnel % -7.1 -8.7 -3.1 0.4 -7.3
Personnel at the end of year 400 435 464 501 507
of which in Finland 326 362 385 425 435
Protability
Operating prot MEUR -1.3 -4.0 -2.0 -2.1 0.3
In relation to revenue % -1.4 -4.5 -1.9 -2.0 0.2
Prot before taxes MEUR -2.3 -4.8 -2.7 -2.5 0.0
In relation to revenue % -2.5 -5.4 -2.5 -2.4 0.0
Prot for the year* MEUR -2.4 -4.8 -2.5 -2.4 -0.6
In relation to revenue % -2.6 -5.4 -2.4 -2.3 -0.6
Revenue / employee TEUR 219 196 215 202 216
Return on equity % -21.3 -34.7 -14.7 -11.4 -2.7
Return on investment % -4.7 -13.2 -6.4 -4.9 1.6
Finance and nancial position
Balance sheet total MEUR 51.1 52.1 55.9 50.0 56.4
Equity MEUR 10.8 11.6 16.1 18.8 22.6
Interest-bearing net liabilities MEUR 8.1 4.3 5.0 0.1 6.6
In relation to revenue % 8.8 4.9 4.7 0.1 6.0
Equity ratio % 22.2 23.3 28.8 39.2 40.8
Gearing % 74.8 36.5 31.5 0.7 28.9
Net cash ow from operations MEUR -3.4 5.7 6.3 7. 4 -7.6
Dividends paid MEUR 0.0 0.0 0.4 1.3 1.5
*Change in deferred tax liability included in prot for the year
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26. Key share-related gures
2021 2020 2019 2018 2017
Earnings per share EUR -0.53 -1.16 -0.61 -0.57 -0.15
Earnings per share (diluted) EUR -0.53 -1.16 -0.61 -0.57 -0.15
Share par value EUR 1.55 1.68 1.68 1.68 1.68
Dividend* EUR 0.0* 0.0 0.0 0.1 0.32
Dividend/earnings per share % 0.0 0 0.0 -17.5 -208.4
Effective dividend yield % 0.00 0 0.00 3.38 4.30
Equity per share EUR 2.39 2.81 3.80 4.54 5.47
Price of A share 31.12. EUR 2.29 3.09 3.36 2.96 7.47
Share issue-adjusted number of shares tpcs 4,508.04 4,155.60 4,155.60 4,155.60 4,155.60
Average share-issue adjusted number of shares tpcs 4,508.04 4,155.60 4,155.60 4,155.60 4,155.60
Price/earnings ratio -4.32 -2.66 -5.48 -5.18 -48.64
Market value of shares** MEUR 10.29 12.80 13.92 12.26 30.95
*Proposal by the Board of Directors
**Price of A shares used as value of K shares
Formulas to key gures
Earnings / share =
Prot 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 nancial 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, % =
Prot/loss for the nancial year x 100
Equity (average during the year)
Return on investment, % =
(Pre-tax prot/loss + interest expenses + other nancial 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 nancial assets
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27. Shares and shareholders
Distribution of shares 31.12.2021 Number, pcs Total EUR
% of Share
Capital Votes % of votes
K shares 604,800 939,122 13 12,096,000 76
A shares 3,903,240 6,060,878 87 3,903,240 24
Total 4,508,040 7,000,000 100 15,999,240 100
Breakdown of share ownership by
number of shares held 31.12.2021
Shares, pcs
Number of
shareholders
% of total
shareholders
Number
of shares %
Number of
votes % of votes
1-500 2,455 77.4 336,864 7. 5 352,064 2.2
501-1,000 308 9.7 242,284 5.4 246,084 1.5
1,001-5,000 305 9.6 730,452 16.2 970,612 6.1
Over 5,000 105 3.3 3,181,521 70.6 14,092,100 88.1
Total 3,173 100.0 4,491,121 99.6 15,660,860 9 7.9
of which nominee-registered 7 71,297 1.6 71,297 0.4
In the waiting list and collective account 4 16,919 0.4 338,380 2.1
Total 4,508,040 100.0 15,999,240 100.0
Breakdown of shareholding by sector
31.12.2021
Number of
shareholders
% of total
shareholders
Number of
shares %
Number of
votes % of votes
Private companies 119 3.8 1,418,438 31.5 6,966,438 43.5
Financial and insurance institutions 10 0.3 115,948 2.6 168,831 1.1
Non-prot entities 5 0.2 3,161 0.1 3,161 0.0
Households 3,027 95.4 2,870,577 63.7 8,492,316 53.1
Foreign investors 12 0.4 11,700 0.3 30,114 0.2
Total 3,173 100.0 4,419,824 98.0 15,660,860 9 7.9
of which nominee-registered 7 71,297 1.6 71,297
In the waiting list and collective account 4 16,919 0.4 338,380 2.1
Total 4,508,040 100.0 15,999,240 100.0
The largest shareholders by number of
shares 31.12.2021
K series
shares
A series
shares
Total number
of shares %
Number of
votes % of total votes
Marfort Oy 292,000 232,574 524,574 11.6 6,072,574 38.0
Isku-yhtymä 0 335,400 335,400 7. 4 335,400 2.1
Martela Heikki Juhani 52,122 130,942 183,064 4.1 1,173,382 7. 3
Palsanen Leena Maire Sinikka 4,486 131,148 135,634 3.0 220,868 1.4
Palsanen Jaakko Antero 1,600 132,140 133,740 3.0 164,140 1.0
Aurasmaa Artti Eljas Henrikki 0 120,000 120,000 2.7 120,000 0.8
Kelhu Markku Juhani 0 120,000 120,000 2.7 120,000 0.8
Selfo AB 0 92,400 92,400 2.0 92,400 0.6
Meissa-Capital Oy 0 86,487 86,487 1.9 86,487 0.5
Sijoitusrahasto Nordea Nordic Small Cap 0 76,286 76,286 1.7 76,286 0.5
Lindholm Tuija Elli Annikki 43,122 28,221 71,343 1.6 890,661 5.6
Martela Pekka Kalevi 69,274 8 69,282 1.5 1,385,488 8.7
Katila Sami Juhani 0 55,000 55,000 1.2 55,000 0.3
Väätäjä Kaj Tapani 0 52,541 52,541 1.2 52,541 0.3
Andersson Minna Sinikka 49,200 0 49,200 1.1 984,000 6.2
Martela Mari Kaarina 20,219 9,596 29,815 0.7 413,976 2.6
Martela Ille Ilari 13,218 8,368 21,586 0.5 272,728 1.7
Martela Jarmo Matti Tapani 8,919 0 8,919 0.2 178,380 1.1
Other shareholders 50,640 2,292,129 2,342,769 52.0 3,304,929 20.7
Total 604,800 3,903,240 4,508,040 100 15,999,240 100
Share capital
The number of registered Martela Oyj shares on December 31, 2021 was 4,508,040. 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. The company’s maximum share capital is EUR 14,000,000 and the minimum is
EUR 3,500,000.
Martela Oyj’s shares were entered in the book-entry register on February 10, 1995. The counter-book value of each share is EUR 1.55
(1.68).
The A shares are quoted on the Small Cap list of Nasdaq Helsinki.
The list includes all shareholders holding over 1% of the shares or votes. The Board of Directors hold 1.3% of shares and 6.4% of votes.
Martela Oyj owns 13,082 pcs A shares. Out of the shares 12,036 were purchased at an average price of EUR 10.65 and 1,046 were
transferred from Martela Corporation’s joint account to the treasury shares reserve based on the decision by AGM on March 13, 2018.
The number of treasury shares is equivalent to 0.29% of all shares and 0.08% of all votes.
The Annual General Meeting has in 2021 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 AGM 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 600,000 of the company’s A series shares.
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Parent Company Income Statement
(EUR 1,000) Note 1.1.–31.12.2021 1.1.–31.12.2020
Revenue 1 89,392 85,342
Change in inventories of nished goods and work in progress 3 740 521
Production for own use 328 90
Other operating income 2 1,254 1,203
Materials and services 3 -66,795 -64,006
Personnel expenses 4 -12,680 -13,329
Other operating expenses 5 -9,843 -9,376
Depreciation and impairment 6 -2,473 -3,520
Operating prot (-loss) -78 -3,076
Financial income and expenses 7 -1,233 -3,483
Prot (-loss) before appropriations and taxes -1,311 -6,559
Group contributions 8 360 500
Depreciation difference and Group contributions 360 500
Income taxes 9 0 0
Prot (-loss) for the nancial year -951 -6,059
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(EUR 1,000) Note 31.12.2021 31.12.2020
ASSETS
NON-CURRENT ASSETS
Intangible assets 10 1,363 1,781
Intangible rights 5,520 6,440
Goodwill 2,224 2,847
Other long-term expenditure 159 317
Advance payments 9,266 11,386
Tangible assets 11 80 80
Land and water areas 1,864 1,866
Buildings and structures 1,107 920
Machinery and equipment 23 23
Other tangible assets 3,073 2,889
Investments 12 7,405 7,489
Share is subsidiaries 4,395 4,973
Receivables from subsidiaries 7 7
Other shares and participations 11,808 12,469
CURRENT ASSETS
Inventories 8,006 6,484
Materials and supplies 1,097 988
Work in progress 2,111 1,040
Finished goods 16 10
Advances paid to suppliers 11,230 8,522
Non-current receivables 13 19,931 13,567
Trade receivables 895 3,220
Loan receivables 1,831 1,636
Accrued income and prepaid expenses 22,658 18,424
4,700 10,393
Cash and cash equivalents 62,735 64,083
(EUR 1,000) Note 31.12.2021 31.12.2020
EQUITY AND LIABILITIES
SHAREHOLDERS' EQUITY
Shareholders' equity 14 7,000 7,000
Share capital 1,116 1,116
Share premium account 11 11
Reserve fund 962
Invested unrestricted equity fund 18,350 24,409
Retained earnings -952 -6,059
Prot for the year 26,487 26,477
Total
Compulsory reservations 236 352
Other compulsory reservations
LIABILITIES
Non-current 15 0 2,900
Loans from nancial institutions 107 150
Accrued liabilities and prepaid income 107 3,050
Current 16 8,491 6,000
Loans from nancial institutions 8,491 6,000
405 461
Advances received 18,190 13,908
Trade payables 5,550 9,037
Accrued liabilities and prepaid income 3,269 4,798
Other current liabilities 27,414 28,203
36,012 37, 254
Liabilities, total 62,735 64,083
Parent Company Balance Sheet
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(EUR 1,000) 1.1.–31.12.2021 1.1.–31.12.2020
CASH FLOWS FROM OPERATING ACTIVITIES
Cash ows from sales 81,986 85,287
Cash ow from other operating income 1,254 1,210
Payments on operating costs -87,670 -83,558
Net cash from operating activities before nancial items and taxes -4,430 2,939
Interests paid and other nancial payments -623 -402
Dividends received 0 0
Taxes paid 0 0
Net cash from operating activities (A) -5,053 2,537
CASH FLOWS FROM INVESTING ACTIVITIES
Capital expenditure on tangible and intangible assets -209 -1,011
Proceeds from sale of tangible and intangible assets 0 0
Loans granted -443 -123
Repayments of loan receivables 0 0
Net cash used in investing activities (B) -652 -1,134
CASH FLOWS FROM FINANCING ACTIVITIES
Paid share issue
Proceeds from current loans 421 5,000
Repayments of current loans 1,591 -9,329
Proceeds from non-current loans -2,000 4,400
Net cash used in nancing activities (C) 12 71
CHANGE IN CASH AND CASH EQUIVALENTS (A+B+C) (+ increase, - decrease) -5,692 1,474
Cash and cash equivalent at the beginning of nancial year* 10,393 8,918
Cash and cash equivalent at the end of nancial year* 4,700 10,393
Parent Company’s Cash Flow Statement
*Includes cash and bank receivables
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Accounting Policies for the Parent Company
Financial Statements
Martela Oyj’s nancial statements have been prepared in accordance with Finnish Accounting Standards
(FAS). Items in the nancial statements have been recognised at cost. No assets have been recorded to
appreciated values, unless separately mentioned.
Items denominated in foreign currency:
Transactions denominated in foreign currencies are recognised at the rate of exchange on the date of their
occurrence. Receivables and liabilities in the balance sheet are translated at the average rate on the bal
-
ance sheet date. Exchange rate differences arising from trade receivables are recognised in revenue and
those of trade payables in adjustment items for purchases. Exchange rate differences arising from bal
-
ance sheet nancial items, such as loans, are recognised in exchange rate differences of nance. Share-
holders loans denominated in foreign currency to subsidiaries are considered as investments. Currency
exchange rate differences are hence not recognised in parent company nancial statements. Exchange rate
differences related to shareholder loans are recognised in the Consolidated nancial 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 cal
-
culated on a straight-line basis according to the estimated useful life. The change in accumulated depre-
ciation difference is presented as a separate item in the parent company’s prot 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 in-
dications 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 ows are based on 5-year nancial plans
approved by management. The central assumptions of the plans comprise of subsidiary growth- and prof
-
itability assumptions. The cash ows beyond the ve-year period is estimated based on 1.5% growth.
Inventories:
Inventories are recognised at weighted average purchase prices. The value of inventories is reduced with
respect to nonmarketable items. The cost of goods includes also a share of the overhead costs of pro
-
duction.
Income tax:
The company income taxes are recognised on accrual basis and are calculated according to local tax
legislation with adjustments from previous nancial years. In the nancial statements the company does
not recognise deferred tax receivables or deferred tax liabilities.
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Revenue and recognition policies:
Revenue is recognised on accrual basis. Direct taxes, discounts and exchange rate differences are
deducted from sales income in calculating revenue.
Research and development:
Research and development expenses are recognised normally in prot or loss in the year they arise.
Research and development-related equipment is capitalised in machinery and equipment.
Other operating income and expenses:
Proceeds from sale of assets, public subsidies and other income (e.g. rent income) are recognised in
”Other operating income”. Losses from disposal of assets and other costs are recognised in ”Other
operating expenses”.
Operating leases:
All leasing payments are reported as rent expenses.
Share-based payments:
In the effective share-based incentive programme there are three earning periods, which are 2021, 2022
and 2023, and payment are made as a combination of shares and cash.
Treasury shares:
The treasury shares held by the parent company are reported as a deduction from equity.
Other compulsory reservations
The normal warranty for standard Martela produced products is ve years. The warranty provision (EUR
236 thousand) has been calculated as an estimate of the ve-year warranties for Martela products and
the sale of Martela products.
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2021 2020
Finland 76 81
Scandinavia 16 16
Other 8 3
Total 100 100
(EUR 1,000) 2021 2020
Salaries, CEO -236 -320
Pension expenses -57 -71
Salaries of Board and directors -158 -173
Salaries of Board and directors and managing director, total -451 -564
Other salaries -10,236 -10,565
Pension expenses -1,546 -1,921
Other salary-related expenses -447 -279
Personnel expenses in the income statement -12,680 -13,329
Fringe benets -184 -211
Total -12,864 -13,540
Personnel
Personnel on average, workers 54 58
Personnel on average, ofcials 152 170
Personnel on average, total 206 227
Personnel at the year-end 189 227
(EUR 1,000) 2021 2020
Rental income 238 251
Government grants 30 70
Other operating income 118 40
Other operating income, Group 867 842
Total 1,254 1,203
(EUR 1,000) 2021 2020
Purchasing during the nancial year -52,772 -49,153
Change in inventories of materials and suppliers 1,521 1,043
External services -14,805 -15,375
Materials and supplies, total -66,056 -63,486
(EUR 1,000) 2021 2020
Auditor's fees
Auditing -90 -73
Other services -8 -2
Auditor's fees, total -98 -75
1. Breakdown of revenue by market area, % of revenue 4. Personnel expenses and number of personnel
2. Other operating income
3. Materials and services
5. Other operating expenses
Salaries of Board and directors are not income subject to pension.
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(EUR 1,000) 2021 2020
Financial income and expenses
Interest income from short-term investments 18 26
Interest income from short-term investments from Group companies 38 52
Foreign exchange gains 3 0
Interest expenses -425 -478
Losses on foreign exchange -230 -19
Other nancial expenses -110 -60
Impairment -527 -3,005
Total -1,233 -3,483
1.1.2021 – 31.12.2021 Intangible rights Goodwill
Other long-term
expenses Work in progress
Intangible
assets total
Acquisition cost 1.1. 5,404 9,200 12,466 317 27,387
Increases 0 0 68 217 285
Decreases 0 0 0 -375 -375
Acquisition cost 31.12. 5,404 9,200 12,535 158 27,297
Accumulated depreciation 1.1. -3,625 -2,760 -9,618 0 -16,004
Depreciation for the year 1.1.-31.12. -419 -920 -692 0 -2,030
Accumulated depreciation 31.12. -4,043 -3,680 -10,309 0 -18,033
Carrying amount 1.1. 1,781 6,440 2,847 317 11,384
Carrying amount 31.12. 1,362 5,520 2,224 158 9,266
1.1.2020 – 31.12.2020 Intangible rights Goodwill
Other long-term
expenses Work in progress
Intangible
assets total
Acquisition cost 1.1. 3,312 9,200 12,416 2,038 26,966
Increases 2,092 0 50 936 3,079
Decreases 0 0 0 -2,656 -2,656
Acquisition cost 31.12. 5,404 9,200 12,466 318 27,388
Accumulated depreciation 1.1. -3,128 -1,840 -7,868 0 -12,837
Depreciation for the year 1.1.-31.12. -497 -920 -1,750 0 -3,167
Accumulated depreciation 31.12. -3,625 -2,760 -9,618 0 -16,004
Carrying amount 1.1. 185 7,360 4,547 2,038 14,130
Carrying amount 31.12. 1,781 6,440 2,847 317 11,386
(EUR 1,000) 2021 2020
Appropriations
Group contributions, received 360 500
Group contributions, given - /received + 360 500
Group contributions total 360 500
Appropriations, total 360 500
(EUR 1,000) 2021 2020
Income taxes from operations 0 0
Taxes from previous years 0 0
Total 0 0
7. Financial income and expenses
10. Intangible assets
8. Depreciations and Group contributions
9. Income Taxes
Impairments include a write-down of subordinated loan to Martela AS, EUR 443 thousand, based on impairment tests,
and EUR 84 thousand write-down of shares in subsidiary Aski AB.
Deferred tax liabilities and assets have not been included into income statement nor balance sheet.
In total, unrecognised deferred taxes in the balance sheet due to conrmed losses, amount to a total of EUR 1,017 thousand.
(EUR 1,000) 2021 2020
Depreciation according to plan
Intangible assets -2,035 -3,173
Tangible assets
Buildings and structures -12 -29
Machinery and equipment -427 -318
Depreciation according to plan, total -2,473 -3,520
Impairments 0 0
Depreciations and impairments, total -2,473 -3,520
6. Depreciation and write-down
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1.1.2021 – 31.12.2021 Land areas Buildings
Machinery and
equipment
Other tangible
assets
Work in
progress Total
Acquisition cost 1.1. 80 10,623 12,812 23 0 23,538
Increases 0 9 623 0 0 632
Acquisition cost 31.12. 80 10,632 13,435 23 0 24,170
Accumulated depreciation 1.1. 0 -8,757 -11,891 0 0 -20,648
Accumulated depreciation on decreases 0 0 -5 0 0 -5
Depreciation for the year 1.1.-31.12. 0 -12 -431 0 0 -443
Accumulated depreciation 31.12. 0 -8,769 -12,328 0 0 -21,096
Carrying amount 1.1. 80 1,866 921 23 0 2,890
Carrying amount 31.12. 80 1,864 1,107 23 0 3,073
1.1.2020 – 31.12.2020 Land areas Buildings
Machinery and
equipment
Other tangible
assets
Work in
progress Total
Acquisition cost 1.1. 80 10,623 12,445 23 0 23,171
Increases 0 0 367 0 0 367
Acquisition cost 31.12. 0 0 0 0 0
Acquisition cost 31.12. 80 10,623 12,812 23 0 23,538
Accumulated depreciation 1.1. 0 -8,728 -11,567 0 0 -20,295
Depreciation for the year 1.1.-31.12. 0 -29 -324 0 0 -353
Accumulated depreciation 31.12. 0 -8,757 -11,891 0 0 -20,648
Carrying amount 1.1. 80 1,895 878 23 0 2,876
Carrying amount 31.12. 80 1,866 920 23 0 2,889
11. Tangible assets
Revaluations included in buildings 2021 total EUR 1,850 thousand (1,850). Carrying amount of production
machinery and equipment in 2021 was EUR 53 thousand (55 in 2020).
Kiinteistö Oy Ylähanka merged with its parent company Martela Oyj on February 6, 2020.
1.1.2021 – 31.12.2021
Subsidiary
shares
Shares in associated
undertakings
Other shares and
participations
Shareholder
loan receivables Total
Balance sheet value at beginning of year 7,489 0 7 4,973 12,470
Increases 0 0 0 0 0
Decreases / Impairment -84 0 0 -577 -661
Balance sheet value at end of year 7,405 0 7 4,396 11,808
1.1.2020 – 31.12.2020
Subsidiary
shares
Shares in associated
undertakings
Other shares and
participations
Shareholder
loan receivables Total
Balance sheet value at beginning of year 7,498 0 7 5,425 12,929
Increases 0 0 0 2,552 2,552
Decreases / Impairment -9 0 0 -3,004 -3,013
Balance sheet value at end of year 7,489 0 7 4,973 12,470
Subsidiary shares
Parent
company's
holding, %
Of total
votes, %
Number
of shares
Par value
(1,000)
Book value
(EUR 1,000)
Kidex Oy Finland 100 100 200 EUR 2,208 2,208
Muuttopalvelu Grundell Oy Finland 100 100 100 EUR 8 4,440
Kiinteistö Oy Ylähanka Finland 100 100 510 EUR 0 0
Martela AB, Nässjö Sweden 100 100 50,000 SEK 5 550
Aski avvecklingsbolag AB, Malmö Sweden 100 100 12,500 SEK 1,250 48
Martela AS, Oslo Norway 100 100 200 NOK 200 24
Martela Sp.z o.o., Varsova Poland 100 100 3,483 PLN 3,483 135
Tehokaluste Oy Finland 100 100 1 EUR 0 0
Total 7,405
Other shares and participations 7
12. Investments
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(EUR 1,000) 2021 2020
Current receivables
Receivables from Group companies
Trade receivables 2,908 1,875
Loan receivables 360 3,220
Accrued income and prepaid expenses 0
Receivables from others 17,023
Trade receivables 535 11,692
Accrued income and prepaid expenses 1,831 1,636
Current receivables, total 22,658 18,424
Accrued income and prepaid expenses, main items; 2021 2020
Related to personnel expenses 107 150
Related to payments in advance 366 400
Other accrued income or prepaid expenses 222 38
Periodization of revenue 1,136 1,047
Accrued income and prepaid expenses total 1,831 1,636
13. Receivables
Distribution of shares 31.12.2021
Number of
shares Total EUR
% of
share capital Votes % of Votes
K shares (20 votes/share) 604,800 1,018,500 15 12,096,000 76
A shares (1 vote/share) 3,903,240 5,981,500 85 3,903,240 24
Total 4,508,040 7,000,000 100 15,999,240 100
Treasury shares 13,082
Number of shares outstanding 4,494,958
Shareholders' equity 2021 2020
Restricted equity
Share capital 1.1.and 31.12. 7,000 7,000
Share premium account 1.1. and 31.12. 1,116 1,116
Unrestricted equity
Reserve fund 1.1. and 31.12. 11 11
Invested unrestricted equity fund 1.1. 0 0
Share issue 962 0
Invested unrestricted equity fund 31.12. 962 0
Retained earnings 1.1. 18,349 24,409
Prot (-loss) for the year -951 -6,059
Retained earnings 31.12. 17,398 18,349
Shareholders' equity total 26,487 26,477
14. Changes in shareholders’ equity
The distributable equity of the parent company is EUR 18,360 thousand in 2021.
Treasury shares held by Martela Oyj are reported as a deduction from retained earnings.
Martela Oyj owns 13,082 A shares (13,082). Out of the shares 12,036 were purchased at an average price of EUR 10.65 and 1,046 were
transferred from Martela Corporation’s joint account to the treasury shares reserve based on the decision by AGM on March 13, 2018.
Market value of treasury shares on 31.12.2021 was EUR 2.29 per share (3.09), a total of EUR 30.0 thousand (40.4 thousand in 2020)
Company has executed right issue (March 18, 2021) in which 352,440 pcs new A shares has been subscribed.
Issue price of new shares, in total EUR 962 thousand, has been booked in invested unrestricted equity fund.
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(EUR 1,000) 2021 2020
Loans from nancial institutions 0 2,900
Accrued expenses 107 150
Total 107 3,050
(EUR 1,000) 2021 2020
Current liabilities
Liabilities to Group companies
Trade payables to Group companies 7,435 6,812
Accrued liabilities to Group companies 1,046 5,106
Total 8,481 11,918
Other current liabilities
Loans from nancial institutions 8,491 6,000
Advances received 405 461
Trade payables 10,755 7,096
Other current liabilities 3,269 4,798
Accrued liabilities 4,504 3,931
Total 27,424 22,285
Current liabilities, total 35,905 34,203
Essential items of accrued liabilities 2021 2020
Personnel expenses 1,870 2,303
Interest and nancing accruals 153 170
Royalties 224 127
Residual expenses 2,257 1,331
Accrued liabilities, total 4,504 3,931
Repayments 2022 2023 2024 2025
Loans from nancial institutions 0 0 0 0
Total 0 0 0 0
Changes and repayments of non-current liabilities 2021 2020
Loans from nancial institutions
Loans 1.1. 2,900 3,086
Additions 0 1,400
Repayments 0 -1,586
Transfer to current -2,900
Loans 31.12. 0 2,900
Accrued liabilities
Related to the personnel expenses 107 150
15. Non-current liabilities 16. Current liabilities
Current liabilities are specied in notes because items are combined in Balance sheet.
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(EUR 1,000) 2021 2020
Debts secured by mortgages
Bank loans 6,900 8,900
Factoring loan 1,591
Property mortgages 7,565 7,565
Corporate mortgages 10,359 11,368
Shares pledged 1 7,924 18,933
Other pledges
Guarantees as security for rents 527 395
Guarantees given on behalf of Group companies 1,566 1,598
Total 2,093 1,992
Other liabilities
Residual value liabilities related to the service business 779 813
Total 779 813
Leasing commitments
Falling due within 12 months 742 796
Falling due after 12 months 813 1,098
Total 1,556 1,894
Rent commitments 1,859 3,013
17. Pledges granted and contingent liabilities
Company has signed new premises lease contract on May 24, 2021 which estimated starting date is April 1, 2022. Contract is valid
at least until March 31, 2029, and the monthly rent is EUR 30,754.
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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 nancial statements of Martela Oyj (business identity code 0114891-2) for the year
ended 31 December, 2021. The nancial statements comprise the consolidated balance sheet, statement
of comprehensive income, statement of changes in equity, statement of cash ows and notes, including
a summary of signicant accounting policies, as well as the parent company’s balance sheet, income
statement, statement of cash ows and notes.
In our opinion
• the consolidated nancial statements give a true and fair view of the group’s nancial position as
well as its nancial performance and its cash ows in accordance with International Financial Re
-
porting Standards (IFRS) as adopted by the EU.
• the nancial statements give a true and fair view of the parent company’s nancial performance
and nancial position in accordance with the laws and regulations governing the preparation of
-
nancial statements in Finland and comply with statutory requirements.
Our opinion is consistent with the additional report submitted to the Audit Committee.
Basis for Opinion
We conducted our audit in accordance with good auditing practice in Finland. Our responsibilities under
good auditing practice are further described in the Auditor’s Responsibilities for the Audit of Financial
Statements section of our report.
We are independent of the parent company and of the group companies in accordance with the eth
-
ical requirements that are applicable in Finland and are relevant to our audit, and we have fullled our
other ethical responsibilities in accordance with these requirements.
In our best knowledge and understanding, the non-audit services that we have provided to the parent
company and group companies are in compliance with laws and regulations applicable in Finland regard
-
ing these services, and we have not provided any prohibited non-audit services referred to in Article 5(1)
of regulation (EU) 537/2014. The non-audit services that we have provided have been disclosed in note
4. to the consolidated nancial statements.
We believe that the audit evidence we have obtained is sufcient 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 signicance in our
audit of the nancial statements of the current period. These matters were addressed in the context of
our audit of the nancial statements as a whole, and in forming our opinion thereon, and we do not pro
-
vide a separate opinion on these matters.
We have fullled the responsibilities described in the Auditor’s responsibilities for the audit of the
nancial 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 nancial 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
nancial statements.
We have also addressed the risk of management override of internal controls. This includes consider
-
ation of whether there was evidence of management bias that represented a risk of material misstate-
ment due to fraud.
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Key Audit Matter How our audit addressed the Key Audit Matter
REVENUE RECOGNITION
We refer to the Group’s accounting policies and note 1
The Group’s revenue includes mainly sale of furniture and, to
a lesser extent, sale of services and
leasing of furniture. In furniture deliveries the Group fullls
its contractual performance obligations at a point in time
and the revenue is recognized when control is transferred to
a customer.
Revenue recognition is considered as a key audit matter
because revenues are a key performance measure which
could create an incentive for revenue to be recognized
prematurely. Revenue recognition was determined to be a key
audit matter and a signicant risk of material misstatement
referred to in EU Regulation No 537/2014, point (c) of Article
10(2).
Our audit procedures to address the risk of material
misstatement in respect of revenue recognition included
among others:
• We assessed the appropriateness of the group’s
accounting policies over revenue recognition compared to
IFRS standards.
• We assessed the group’s processes and controls over
timing of revenue recognition.
• We tested the correct timing of revenue recognition by
using analytical procedures and transaction level testing.
Our procedures included data analytics, obtaining
external conrmations and transaction level testing
before and after the balance sheet date as well as
inspection of credit notes prepared after the balance
sheet date.
• We considered the appropriateness of the group’s
disclosures in respect of revenues.
VALUATION OF SUBSIDIARY SHARES AND RECEIVABLE
AND GOODWILL IN PARENT COMPANY’S BALANCE SHEET
We refer to parent company’s accounting policies and notes
7, 10 and 12
As of balance sheet date December 31, 2021 the subsidiary
shares and receivable amounted to 11,8 M€ and goodwill to
5,5 M€. Together these compose 28 % of parent company’s
total assets and 65 % of parent company’s equity.
The management of the parent company prepares annually
impairment calculation for balance sheet value of the invest-
ments and goodwill based on their value in use. These cal-
culations include signicant management judgements, like
forecasted revenue growth, EBITDA and discount rate used
in discounting cash ows. Based on the calculation an im-
pairment loss of approximately 0,5 M€ was recognized on
the loan receivable of Martela AS.
This matter was also determined to be a signicant risk
of material misstatement referred to in EU Regulation No
537/2014, point (c) of Article 10(2).
Our audit procedures to address the risk of material
misstatement in respect of valuation of subsidiary shares
and receivable and goodwill included among others:
• We assessed the basis and appropriateness of the
forecasts used in the impairment calculations, like
revenue growth, EBITDA and discount rate.
• We tested the mathematical accuracy of the calculations.
• We involved our valuation specialists to assist us in
evaluating the methodologies and assumptions in
relation to market and industry information.
Responsibilities of the Board of Directors and the Managing Director for
the Financial Statements
The Board of Directors and the Managing Director are responsible for the preparation of consolidated
nancial statements that give a true and fair view in accordance with International Financial Reporting
Standards (IFRS) as adopted by the EU, and of nancial statements that give a true and fair view in
accordance with the laws and regulations governing the preparation of nancial statements in Finland
and comply with statutory requirements. The Board of Directors and the Managing Director are also re
-
sponsible for such internal control as they determine is necessary to enable the preparation of nancial
statements that are free from material misstatement, whether due to fraud or error.
In preparing the nancial statements, the Board of Directors and the Managing Director are responsible
for assessing the parent company’s and the group’s ability to continue as going concern, disclosing, as ap
-
plicable, matters relating to going concern and using the going concern basis of accounting. The nancial
statements are prepared using the going concern basis of accounting unless there is an intention to liqui
-
date the parent company or the group or cease operations, or there is no realistic alternative but to do so.
Auditor’s Responsibilities for the Audit of the Financial Statements
Our objectives are to obtain reasonable assurance on whether the nancial statements as a whole are
free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that in
-
cludes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an
audit conducted in accordance with good auditing practice will always detect a material misstatement
when it exists. Misstatements can arise from fraud or error and are considered material if, individually or
in aggregate, they could reasonably be expected to inuence the economic decisions of users taken on
the basis of the nancial 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 nancial statements, whether due to
fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evi
-
dence that is sufcient 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.
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• Obtain an understanding of internal control relevant to the audit in order to design audit proce-
dures that are appropriate in the circumstances, but not for the purpose of expressing an opinion
on the effectiveness of the parent company’s or the group’s internal control.
• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting es
-
timates and related disclosures made by management.
• Conclude on the appropriateness of the Board of Directors’ and the Managing Director’s use of the
going concern basis of accounting and based on the audit evidence obtained, whether a materi
-
al uncertainty exists related to events or conditions that may cast signicant doubt on the parent
company’s or the group’s ability to continue as a going concern. If we conclude that a material un
-
certainty exists, we are required to draw attention in our auditor’s report to the related disclosures
in the nancial statements or, if such disclosures are inadequate, to modify our opinion. Our conclu
-
sions are based on the audit evidence obtained up to the date of our auditor’s report. However, fu-
ture events or conditions may cause the parent company or the group to cease to continue as a go-
ing concern.
• Evaluate the overall presentation, structure and content of the nancial statements, including the
disclosures, and whether the nancial statements represent the underlying transactions and events
so that the nancial statements give a true and fair view.
• Obtain sufcient appropriate audit evidence regarding the nancial information of the entities or
business activities within the group to express an opinion on the consolidated nancial statements.
We are responsible for the direction, supervision and performance of the group audit. We remain
solely responsible for our audit opinion.
We communicate with those charged with governance regarding, among other matters, the planned
scope and timing of the audit and signicant audit ndings, including any signicant deciencies in in
-
ternal control that we identify during our audit.
We also provide those charged with governance with a statement that we have complied with rel
-
evant ethical requirements regarding independence, and communicate with them all relationships and
other matters that may reasonably be thought to bear on our independence, and where applicable, relat
-
ed safeguards.
From the matters communicated with those charged with governance, we determine those matters
that were of most signicance in the audit of the nancial statements of the current period and are
therefore the key audit matters. We describe these matters in our auditor’s report unless law or regula
-
tion precludes public disclosure about the matter or when, in extremely rare circumstances, we determine
that a matter should not be communicated in our report because the adverse consequences of doing so
would reasonably be expected to outweigh the public interest benets of such communication.
Other Reporting Requirements
INFORMATION ON OUR AUDIT ENGAGEMENT
We were rst appointed as auditors by the Annual General Meeting on March 12, 2020, and our appointment
represents a total period of uninterrupted engagement of two 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 nancial 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 nancial statements does not cover the other information.
In connection with our audit of the nancial statements, our responsibility is to read the other information
identied above and, in doing so, consider whether the other information is materially inconsistent with the
nancial statements or our knowledge obtained in the audit, or otherwise appears to be materially misstat
-
ed. With respect to report of the Board of Directors, our responsibility also includes considering whether the
report of the Board of Directors has been prepared in accordance with the applicable laws and regulations.
In our opinion, the information in the report of the Board of Directors is consistent with the information
in the nancial statements and the report of the Board of Directors has been prepared in accordance with
the applicable laws and regulations.
If, based on the work we have performed on the other information that we obtained prior to the date of
this auditor’s report, we conclude that there is a material misstatement of this other information, we are re
-
quired to report that fact. We have nothing to report in this regard.
Helsinki 10.2.2022
Ernst & Young Oy
Authorized Public Accountant Firm
Osmo Valovirta, Authorized Public Accountant
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Corporate governance statement 2021
Governance
Martela Corporation is a Finnish limited liability company that is governed in its decision-making and
management by Finnish legislation, especially the Finnish Limited Liability Companies Act, by other reg
-
ulations concerning public listed companies, and by its Articles of Association.
The company complies with the NASDAQ OMX Guidelines for Insiders and the Finnish Corporate
Governance Code 2020 published by the Securities Market Association. Corporate Governance code is
available at https://cgnland./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 2021 The Group was organised in units as:
• Sales, which is responsible for customer relationships, sales, workplace services.
• Operations, which is responsible for after-sales activities, including sourcing, production, removal
services, product development, quality assurance, the research laboratory, planning of material ows
and logistics as well as environmental management. The plants have been concentrated at three lo
-
cations: Nummela (nal product assembly) and Kitee (manufacturing of melamine and laminate com-
posites), both in Finland, and Warsaw (upholstery components), Poland.
• The Brand and Design, which is responsible for brand and product portfolio management and marketing.
• Design Studio, which is responsible for the planning and development of work and learning environ-
ment projects.
• Business support , which is responsible for the Group’s nancial planning and reporting, HR, investor
relations as well as IT and legal matters.
Annual general meeting
The General Meeting is the company’s supreme decision-making body. The Annual General Meeting must
be held within six months of the end of the nancial year. The nancial 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 nancial statements, use of the prot shown on the balance sheet, discharging the mem
-
bers 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 re
-
ferred to in the Articles of Association. Private owners of K shares have a valid shareholder agreement
that restricts the sale of these shares to other than existing holders of K shares. The company’s total
share capital on 31 December 2021 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 Compa
-
nies Act and the Articles of Association.
Preparations concerning the composition of the Board of Directors are carried out by the principal share
-
holders, 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 ve 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.
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According to the principles of the Board diversity, the members of the Board of Directors must have
sufcient and complementary experience and expertise in Martela’s most important business sectors and
markets. The Board must have both sexes and a diverse age distribution. Board members should have
sufciently diverse professional and educational background, strategy development and implementation
skills, economic expertise, experience in managing companies at various stages of development, innova
-
tion, decision-making and questioning skills, and sufcient time for working in the board. The achievement
and development of diversity in reaching the goals is assessed in the Board Self-Evaluation Discussion.
The Board has conrmed a Charter dening the duties of the Board, meeting practices, the matters
to be dealt with at meetings, the targets set by the Board for its operations, a self-evaluation of these
operations, and the Board’s committees.
In addition to the duties mentioned in the Limited Liability Companies Act and the Articles of Asso
-
ciation, the Board of Directors is responsible for:
• deciding on the Group strategy
• deciding on the Group structure
• approving nancial statements, interim nancial 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 signicant risks and uncertainties associated with the company’s operations
• appointing board committees and deciding on their reporting
• accepting stock exchange releases related to the Board’s decisions
• conrming the principles of the Board diversity
• the other statutory provisions of the Limited Liability Companies Act, the Corporate Governance
Code or elsewhere.
The Board of Directors consisted of following members:
• Johan Mild, chairman of the Board, born 1974, M.Sc. Accounting, CEO of Remeo Oy. Does not own any
company shares.
• Minna Andersson, born 1973, MEng., Head of Sales and Marketing Canter Oy, owns 49,200 Martela Oyj
K shares
• Eero Martela, born 1984, M.Sc. Tech., GM Finland Columbia Road Oy, owns 6,710 Martela Oyj A shares
ja 400 K shares
• Jan Mattsson, born 1966, M.Sc., Architecture, CEO and partner Tengbom Ab, owns 6,759 Martela Oyj
A shares
• Katariina Mellström, born 1962, M. Sc.,Economy, owner of IMM Consulting Ab, Does not own any
company shares
• Anni Vepsäläinen, born 1963, M.Sc. Tech., CEO of Suomen Messut Osuuskunta, owns 2,000 Martela
Oyj A shares.
The Board convened nine times during the nancial year. The average attendance of the Board members
was 97 per cent.
The Board reviews its own activities annually, either by self-assessment or assessment made by an
external consultant. In both cases a summary of the evaluations is jointly discussed at a Board meeting.
The Board has evaluated the independence of its members and determined that Minna Andersson,
Eero Martela, Jan Mattsson, Katarina Mellström, Johan Mild and Anni Vepsäläinen are independent of
the company. Of the company’s largest shareholders Jan Mattsson, Katarina Mellström, Johan Mild and
Anni Vepsäläinen are independent members of the Board.
The Board has formed from among its members a Human Resource and Rewarding Committee and
an Audit Committee, which both have written Charters.
According to the Charter, the key duties of the Human Resource and Rewarding Committee include:
• deciding, with authorisation from the Board, on the remuneration issues and annual performance bo
-
nuses of the CEO and the Group Management Team as well as general principles for the Group’s per-
formance bonus scheme for the entire personnel
• preparing for the Board the structure, criteria and target levels of the long-term incentive plans for
key personnel
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• processing the appointments of the CEO and Group Management Team members, deputy arrange-
ments and successor issues.
The Compensation Committee also handles remuneration statements in connection with the nan
-
cial statements
The Board’s Human Resource and Rewarding Committee comprises Johan Mild, Jan Mattsson and
Katarina Mellström.
The Committee convened two times during the nancial year. The average attendance of the Commit
-
tee members was 100 per cent.
According to the Charter, the key duties of the Audit Committee include:
• monitoring the nancial reporting and interim report processes,
• supervising the nancial reporting process,
• monitoring the company’s nancial 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
-
nancial reporting process included in the Corporate Governance Statement,
• monitoring the statutory audit of the nancial statements and the consolidated nancial state
-
ments,
• observing, together with the auditors and the management of the company, the ndings of the au
-
diting carried out and the possible difculties in carrying out the audit,
• assessing the independence of the auditor or the audit rm, and in particular the provision of ancil
-
lary services to the company,
• evaluating the fees charged on auditing and ancillary services and their criteria,
• preparing a proposal for a decision on the election of the auditor,
• assessing the compliance process with laws and regulations and respect for ethical principles in
the organisation,
• conducting reports on the company’s most signicant legal and regulatory procedures.
The Board’s Audit Committee comprises Minna Andersson, Eero Martela and Anni Vepsäläinen.
The Committee convened four times during the nancial year. The average attendance of the Com
-
mittee members was 100 per cent.
The secretary of the Board of Directors is a lawyer from the same company from where other legal
services is provided to the Group. The Chairman of the Board is in direct contact with the CFO as nec
-
essary and regularly with the Company’s auditor.
CEO
The Board appoints Martela Corporation’s CEO and decides on the terms and conditions of his service
relationship, which are dened in a written CEO’s service contract. The CEO is responsible for the oper
-
ational management and supervision of the parent company and the Group according to the guidelines
set by the Board. Company CEO is Ville Taipale, born 1971, M.Sc. Tech., owns 36,630 Martela Oyj A shares.
Group management team
The Board of Directors and the CEO appoints the members of the Group Management Team. The CEO
of Martela Corporation acts as the Chairman of the Group Management Team. The directors responsible
for the units and processes are also represented in the Group Management Team. The Group Manage
-
ment Team drafts and reviews strategies, budgets and investment proposals and monitors the nancial
situation of the Group and its business areas and processes and the attainment of operational targets
and plans. The Group Management Team meets once a month.
Group Management Team consisted of following members led by Group CEO:
• Kalle Lehtonen responsible for Business Support -unit (owns 41,630 Martela Oyj A shares)
• Johan Westerlund responsible for Sales -unit (owns 20,000 Martela Oyj A shares)
• Kari Leino responsible for Brand & Design -unit (owns 5,000 Martela Oyj A shares)
• Eeva Terävä responsible for Design Studio -unit (owns 18,315 Martela Oyj A shares).
Financial reporting in the group
Martela Corporation’s Board of Directors is provided with monthly reports on the nancial performance
and forecasts of the Group. The reports and forecasts are also presented by the CEO at Board meetings,
where they are reviewed.
The Group Management Team meets about once a month to evaluate the nancial performance, out
-
look and risks of the Group.
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Auditing
The auditing of Group companies is carried out in accordance with the valid laws in each country and
each company’s Articles of Association. The principally responsible auditor of the parent company co-
ordinates the auditing of the Group’s subsidiaries together with the Group’s CEO and CFO. The auditors
of Martela Corpora tion and the Group are the authorised public accountants Ernst & Young, with Osmo
Valovirta, Authorised Public Account ant, as the principally responsible auditor. All the auditors of the
Group’s companies are in the Ernst & Young chain.
Internal control
The reliability of nancial 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 dened 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, specic
nancial and non-nancial 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 nancial reporting in the Group. Reporting to executive man
-
agement is carried out separately and independently of business operations.
Controllers and nancial managers (controller function) are responsible for Group, company and oth
-
er nancial reporting. At Martela, nancial reporting is carried out in compliance with guidelines, laws and
regulations in a consistent manner throughout the Group. The reliability of nancial reporting depends on
the appropriateness and reliability of nancial and reporting processes and on the control measures taken
to ensure these. In 2021, the internal control focused on sales, quote to cash processes and management
of inventories.
The CFO is responsible for the maintenance and development of reporting processes and dening and
implementing control measures. Control measures include guidelines, matching, management reviews and
reporting on deviations. The CFO monitors compliance with dened processes and controls. He also mon
-
itors the reliability of nancial 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 sufcien
-
cy of the internal control and risk management. Furthermore, the Board is responsible for the internal
control of the nancial reporting process.
Auditors and other external controllers assess the control measures in terms of the reliability of
-
nancial reporting.
Risk management and internal audit
Martela’s Board of Directors has conrmed 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 regu
-
lar monitoring carried out by the Board and the management teams as described above. Risks are also
evaluated when planning and making decisions on signicant projects and investments. Risk manage
-
ment is integrated with the strategy process as a separate stage of analysis. There is no separate risk
management organisation, but the associated responsibilities are assigned in line with the rest of the
business operations and organisation. The company’s Board of Directors has included an annual review
of risk management in its schedule of work.
Taking into consideration the nature and scope of Martela’s business, the company has not consid
-
ered it appropriate to form a separate internal audit function. The internal control is carried out in the
form of controls in business processes, and the company will either make its own or, if necessary, con
-
duct separate internal audit reports with external experts.
Risks
In accordance with Martela’s risk management model, risks are classied and prepared for in different
ways. The manufacture of Martela’s products is largely based on the company performing the nal as
-
sembly and using subcontractors for components. Production control is based on orders placed by cus-
tomers, which means that there is no need for any large-scale warehousing. Risks of damage are covered
by appropriate insurance policies, and these provide comprehensive coverage for property, business in
-
terruption, supplier interruption loss and loss liability risks. Martela uses the services of an external in-
surance broker to manage insurance matters. The services of an external partner are also used in legal
matters. The responsibility perspectives regarding the supply chain are discussed as part of the annual
responsibility report. Finance risks are discussed in the notes to the nancial statements.
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Management remuneration, benets and incentive plans
Information on the effect of management remuneration and the share-based incentive plan on the result
for the year can be found in the notes of the nancial statements and on the company’s website.
Principles regarding related party transactions
Martela Oyj follows the recommendations of the Corporate Governance Code 2020 issued by the Securi-
ties Market Association. The Company’s related party transactions policy is adopted by the board of di-
rectors that also has the monitoring and supervision responsibility regarding related party transactions.
The up-to-datedness of the related party list is monitored at least on an annual basis. The chief
-
nancial ofcer 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 conrmed specic insider guidelines for the company to complement Nasdaq
Helsinki Ltd’s Guidelines for Insiders.
The company has dened 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-specic
insider lists shall be established, if necessary, as dened in Nasdaq Helsinki Ltd’s Guidelines for Insiders.
Permanent insiders are not entered into the project-specic insider lists.
The persons discharging managerial responsibilities, other permanent insiders and persons partici
-
pating in preparing of nancial reports of the company must not trade in Martela’s nancial instruments
prior to the publication of an interim report and nancial 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 nancial instrument as
soon as possible, unless the conditions for delay of disclosure of inside information are met. Martela
has dened 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 nancial
instruments conducted by persons discharging managerial responsibilities at the company and persons
closely associated with them
The obligation to disclose transactions applies to the following persons
discharging managerial responsibilities at Martela:
• Members of Martela’s Board of Directors and CEO, and
• Members of Martela Group’s Management Team.
Transactions between companies in the Martela Group conducted by persons discharging managerial
responsibilities at Martela and persons closely associated with them are monitored. In 2021 there were
no material related party transactions.
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Board of Directors
Eero Martela
BOARD MEMBER
Born in 1984, M.Sc. (Tech.)
Member of the Board since 2015
Other key duties:
General Manager, Finland, Columbia Road Oy
Owns 6,710 Martela Oyj A shares and 400 K
shares.
Minna Andersson
BOARD MEMBER
Born in 1973, M.Eng., MKT (Marketing Degree)
Member of the Board since 2017.
Marketing and Responsibility Director of
Martela Oyj, 2011–2017
Other key duties:
Head of Sales and Marketing, Canter Oy
Member of the Board, Canter Oy and Marfort Oy
Owns 49,200 Martela Oyj K shares.
Johan Mild
CHAIRMAN OF THE BOARD
Born in 1974, M.Sc. (Accounting)
Member of the Board since 2020,
Chairman of the Board since 2021.
Other key duties:
CEO, Remeo Oy
Member of the Board,
Finnish Environmental Industries (YTP)
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Anni Vepsäläinen
BOARD MEMBER
Born in 1963, M.Sc. (Tech.)
Member of the Board since 2016.
Other key duties:
Member of the Board, Cinia Oy
Managing Director, Finnish Fair Corporation
Chairman of the Board, Helsinki Region Chamber
of Commerce
Member of the Board, Finnish Chamber of
Commerce
Owns 2,000 Martela Oyj A shares.
Jan Mattsson
BOARD MEMBER
Born in 1966, M.Sc. (Architecture), KHT Royal
Institute of Technology
Member of the Board since 2019.
Other key duties:
CEO and partner, Tengbomgruppen AB
Chairman of the Board, Tengbom Oy
Chairman of the Board, MAF Arkitektkontor AB
Owns 6,759 Martela Oyj A shares.
Katarina Mellström
BOARD MEMBER
Born in 1962, M.Sc. (Econ.)
Member of the Board since 2018.
Other key duties:
Owner, IMM Consulting AB
Chairman of the board, Sizes
Member of the Board, Vectura AB
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Management team
Kalle Lehtonen
CHIEF FINANCIAL OFFICER (CFO)
Born: 1974
Education: M.Sc. (Econ.)
Area of responsibility: Group Finance, Investor Relations,
Legal Affairs, HR and IT.
CFO and member of the management team since 2018.
Other key duties:
Tantalus Rare Earths AG, CFO, 2013–2018
Ruukki Group Oyj, CFO, 2012–2013
Ruukki Group Oyj, Wood Processing Division, CFO, 2009–2012
Aldata Solution Oyj, Group Controller, 2003–2008
ABB Oy, managerial positions in nancial administration,
1998–2003
Owns 41,630 Martela Oyj A shares.
Ville Taipale
CHIEF EXECUTIVE OFFICER (CEO)
Born: 1971
Education: M.Sc. (Tech.)
Joined the company and has been a member of the
management team since 2018, the CEO since 2021.
Other key duties:
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 36,630 Martela Oyj A shares.
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Kari Leino
VP, BRAND & DESIGN
Born: 1965
Education: IDBMpro
Area of responsibility: Group Marketing
and Product Design.
Joined the company in 1987, and
member of the management team since
2021.
Other key duties:
Martela Oyj, Product & Design Director,
2016–2021
Martela Oyj, Offering Manager, 2002–2016
P.O. Korhonen Oy, Sales & Marketing,
1997–2002
Martela Oyj, Sales, 1987–1997
Owns 5,000 Martela Oyj A shares.
Eeva Terävä
VP, DESIGN STUDIO
Born: 1983
Education: M.Sc. (Regional Science) & Bachelor of Culture and
Arts (Interior Architecture)
Area of responsibility: Design and development services of work
and learning environments.
Joined the company in 2016, member of the management team
since 2021.
Other key duties:
Martela Oyj, Head of Workplace development, 2018–2021
Martela Oyj, Workplace Specialist, 2016–2018
Ramboll Management Consulting Oy, different roles in research
and development projects, and project management, 2009–2016
Owns 18,315 Martela Oyj A shares.
Johan Westerlund
VP, SALES
Born: 1975
Education: M.Sc. (Econ.)
Area of responsibility: Group Customers, Sales in Finland, Sweden, Nor
-
way and International Dealer Network.
Joined the company and member of management team since 2017.
Other key duties:
Ricchetti Group S.p.a, Managing Director Nordics, 2015-2017
Pukkila Oy, CEO, 2012–2015
Newtop Oy, CFO, 2010–2012
BearingPoint Oy, Management consultant, 2003–2010
Kraft Foods, Economy and Business Controller positions, 2000–2003
Owns 20,000 Martela Oyj A shares.
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Information for shareholders
Annual General Meeting
The Annual General Meeting of Martela Oyj will be held on Thursday 17 March 2022 at 3 p.m. at Töölön-
lahdenkatu 2, 00100 Helsinki.
The Board of Directors of the Company has resolved on the exceptional procedure for the General
Meeting based on the temporary legislative act to limit the spread of the COVID-19 pandemic (375/2021),
which entered into force on 8 May 2021. The Company has resolved to take actions enabled by the act
in order to hold the General Meeting in a predictable manner, taking into account the health and safety
of the Company’s shareholders, personnel and other stakeholders.
Shareholders of the Company and their representatives may participate in the General Meeting and
exercise shareholder rights only through electronic remote access (real time video connection) or trough
advance voting as well as by way of presenting written counterproposals and questions. It is not pos
-
sible for shareholders or their representatives to participate at the General Meeting venue in person.
Instructions for shareholders are presented in this notice under section C. (Instructions for the partic
-
ipants in the General Meeting) and on the Company’s website www.martela.com/about-us/about-mar-
tela/investors.
The names of shareholders wishing to attend the meeting should be entered in the share-holder reg
-
ister at Euroclear Finland Ltd no later than March 7, 2022 and the shareholder should register by email
to agm@innovatics., by post to Innovatics Oy, Yhtiökokous / Martela Oyj, Ratamestarinkatu 13 A, 00520
Helsinki, or on the internet site of the Corporation www.martela.com/about-us/about-martela/investors
no later than March 11, 2022 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
nancial year 1 January 2020–31 December 2021.
Publication of nancial information
Martela Corporation’s nancial information in 2022 will be published as follows:
• January–March (Q1) Financial Review on Friday May 6, 2022
• January–June (H1) Half-Year Report on Friday August 12, 2022
• January–September (Q3) Financial Review on Friday November 4, 2022
Financial reports are available in Finnish and English on the company’s website (www.martela.com/
and www. martela.com). Annual reports are available on the company’s website in pdf format. After pub
-
lished, stock exchange releases are available on the company’s website, where you can nd all stock ex-
change releases in chronological order.
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Takkatie 1, PL 44
00371 Helsinki
Tel. +358 10 345 50
www.martela.com/
Kidex Oy
Savikontie 25
82500 Kitee
Tel. +358 10 345 7211
www.kidex.
Muuttopalvelu Grundell Oy
Tikkurilantie 146
01530 Vantaa
Tel. +358 10 480 4200
www.martela.com//palvelut/
toteutuspalvelut/muuttopalvelut
SWEDEN
Martela AB
Storgatan 49A
57132 Nässjö
Tel. +46 380 37 19 00
www.martela.com/sv
NORWAY
Martela AS
Drammensveien 130
0277 Oslo
Tel. +47 23 28 38 50
www.martela.com/no
POLAND
Martela Sp. z o.o.
ul Geodetów 156
05-500 Józefosław
www.martela.com
Contacts