TONO's board of directors presents a unanimous proposal for amendments to the articles of association in sections 27 and 43 for TONO's extraordinary annual meeting on September 27. This replaces the proposal for amendments to the articles of association that was presented for TONO's annual meeting on June 8.
/ 16/09/2021 / Willy MartinsenDuring the discussion on amendments to Articles 27 and 43 of the Articles of Association at the annual general meeting on June 8, many different views and issues related to the proposals were presented by both board members and shareholders in general. For technical reasons, the vote had to be interrupted and postponed. The board has since used the time constructively, and is pleased to be able to present a unanimous proposal.
– TONO's board has listened to and worked thoroughly on questions and input that came up in connection with the annual general meeting on June 8. The board has sought to reconcile different points of view among TONO's shareholders and on the board. We have had good discussions about which solutions can safeguard our common good, and I would like to commend all board members for having shown good cooperation skills and understanding of each other's positions in this process, says TONO's chairman, Jørgen Karlstrøm.
– The result is a proposal for changes to the statutes that TONO's board now unanimously supports. Both the process and the resulting proposal show that TONO has a living democracy that works, and that is able to capture the needs and views of the different members in a dynamic way. It shows the strength of our collective, says Karlstrøm.
Shareholder and board member of TONO Ole Henrik Antonsen, who submitted the previously submitted proposal for amendments to the statutes for TONO's annual meeting on June 8, has simultaneously withdrawn the original proposal.
The proposed amendment involves a change in the majority requirement in paragraph 27 regarding changes to TONO's articles of association and in paragraph 43 regarding board decisions regarding changes in distribution or cultural funds.
For §27, TONO's board proposes that the existing majority requirement be changed from seven-tenths of the votes cast at TONO's annual meeting to two-thirds. For §43, TONO's board proposes that the majority requirement be adjusted from three-quarters to two-thirds. This change means that there will still be a requirement for a qualified majority to make valid decisions in matters concerning settlements or cultural funds, but that the threshold is lowered.
In addition to the consideration of the aforementioned amendments to the statutes, elections will be held at the annual meeting. Specifically, these include elections to TONO's board (four board members and four alternates for two years), election of the chairman and deputy chairman for one year, the scholarship committee (four members with four personal alternates for two years, the Control Committee (five members with five personal alternates for two years) and the election committee (four members with four personal alternates for two years).
Elections to TONO's board
For the election of board members, re-election is proposed for all positions, except that Marie Amdam is proposed as the new deputy for Ine Hoem. Jørgen Karlstrøm (NKF) and Kai Robøle (MF) are proposed for re-election as chairman and deputy chairman, respectively. Here is an overview of the board, with the positions up for election in bold.
| Manager | Deputy representative | |
| NOPA | Tove Bøygard (re-election) | Jon-Willy Rydningen (1st alternate) (re-election) |
| Ole Henrik Antonsen | Kate Havnevik (2nd alternate) | |
| NKF | Stine Sørlie (re-election) | Knut Olaf Sunde (1st deputy) (re-election) |
| Jorgen Karlstrom | Gunhild Seim (2nd alternate) | |
| MF | Unni Boretti (re-election) | Thomas Wettergreen (1st alternate) |
| Kai Robøle | Tonje Hovde (2nd alternate) (re-election) | |
| Uavh. | Ine Kristine Hoem (re-election) | Marie Amdam (new) |
| Stian Westerhus | Halvard Rundberg |
The board also consists of three employee representatives, who are not elected by the board, but by TONO's employees. New employee representatives were elected in spring 2021.
Control Committee
A new control committee will also be elected, with the following candidates nominated by the selection committee:
| Manager | Items | |
| NOPA | Ragnar Bjerkreim (re-election) | Arvid Wam Solvang (new) |
| NKF | Bjørn Bolstad Skjelbred (re-election) | Christian Blom (new) |
| MF | Frithjof Hungnes (re-election) | Odd Steenberg (new) |
| Uavh. | Andreas Løwe (new) | Alexander Rishaug (new) |
| Heir | Britt Irene Børresen (new) | Guri Egge (re-election[1]) |
TONO's scholarship committee consists of two members from NOPA and the Norwegian Composers' Association, one from the Music Publishers and two independent TONO shareholders. The members are elected for two years with overlapping terms. Overview of the scholarship committee (the positions up for election are in bold):
| Manager | Items | |
| NOPA | Tore Thomassen (new) | Dagfinn Nordbø (new) |
| Tove Kragset | Hanna Paulsberg | |
| NKF | Jon Øivind Næss (re-election) | Martin Ødegaard (new) |
| Anne's Cabin | Hilde Marie Olsen | |
| MF | Stine Osmo Lieng (re-election) | Anthony Smith (re-election) |
| Independent | Ole Børud | André The tranquility |
| Kaja Gunnufsen (re-election) | Sanskriti Shrestha (re-election) |
Election Committee
It is TONO's board of directors that, pursuant to the articles of association, section 24 (1), third sentence, proposes representatives to the election committee for the annual meeting. The board has made the following recommendation:
| Manager | ||
| NOPA | Lars Martin Myhre (re-election) | Guro von Germeten (new) |
| MF | Kristin Andersen (gjenvalg) | Asbjørn Myrvold (re-election) |
| NKF | Klaus Sandvik (re-election) | Peter Tornquist (re-election) |
| Independent | Day Erik Knedal Andersen (re-election) | Marte Heggelund (re-election) |
The annual meeting will be held on September 27 at 6 pm (doors open at 5:15 pm) as a hybrid meeting with the possibility of physical participation at Sentralen in Oslo, as well as digitally.
All TONO shareholders received an invitation to TONO's extraordinary annual meeting by email on September 13. Registration, all proxy handling, and participation during the annual meeting (including voting, speaking list, etc.) are done on the annual meeting portal. All documents are also located there.
You can find the annual meeting portal here: https://tono.meetando.no/
Shareholders are encouraged to register whether they will participate physically or digitally as soon as possible, and preferably no later than 12 noon on 27 September in order to facilitate the practical implementation of the meeting. This also applies to proxy holders who are not shareholders in TONO.
Please note that there is a limited number of participants at Sentralen, and that it is a first-come, first-served basis. If you are late in registering, it may be full and you will only be able to participate digitally.
If you, as a shareholder, are going to give power of attorney to someone who is not a shareholder in TONO (for example, family members or others), the person who will hold your power of attorney must register as a proxy holder on https://tono.meetando.no before You can give your authorization to the person in question, so that the person is searchable within the digital solution.
If you have any questions about TONO's annual meeting, please contact helene.rognoy@tono.no.