Statutes of the We Foundation  

 1 § Foundation’s Name and Registered Office

The Foundation is called We Foundation and it has its registered office in Helsinki, Finland.

2 § Purpose

The purpose of the Foundation is to reduce social inequality and exclusion.

The Foundation promotes and financially supports different forms of aid work directed especially at children and youth and their families. The aim is to offer children and youth equal opportunities for a good life regardless of their family background or other starting-points.

In addition, the Foundation can also support environmental protection in Finland.

The Foundation is established for a period of 15 (fifteen) years.

3 § Implementation of Purpose

The Foundation implements its purpose by distributing grants and awards for various projects of general interest and by carrying out its own projects. Projects that implement the purpose of the Foundation are connected to e.g. research, education, development, communication, service provision and technical solutions.

The following matters are emphasized as distribution criteria for grants and awards:

  • The activity shall aim at as high a target as possible.
  • The effect shall be as closely measurable as possible.
  • The activities shall be effective; in other words, the largest possible effect shall be gained for every donated euro.
  • The Foundation gladly supports activities that are seen as pioneering and innovative (e.g. by utilizing the newest technology).

The activities are mainly carried out in Finland.

4 § Foundation Capital

The foundation capital consists of 50 000 (fifty thousand) shares of Supercell Ltd., donated to the Foundation. The Foundation is entitled to sell the aforementioned shares donated to it.

The Foundation’s assets shall be invested in a safe and revenue-generating way. The investments shall, where possible, follow the principles of responsible investments. The Foundation can invest in social impact investments that strive to generate positive social impact in addition to actual investment returns.

The Foundation is entitled to receive donations and wills as well as to increase its assets in other ways.

5 § Board of Trustees

The Foundation is managed and represented by a Board of Trustees consisting of the founders Ilkka Paananen and Mikko Kodisoja (Founders) and a third member. The Founders select the third member for the period between Annual General Meetings. If the Founders have not selected a third member for the Board of Trustees by the end of February, the Foundation’s Board of Trustees will elect the member.

The Founders function, during their lifetime or until they wish to resign, as Chairman and Vice-Chairman, alternating every three years.

If the Founders resign as members of the Board of Trustees, the remaining Board of Trustees will elect the new Board member.

6 § Meetings of the Board of Trustees

A meeting of the Board of Trustees shall be convened on the summons of the Chairman or, in his/her absence, the Vice-Chairman.

The Board of Trustees shall have a quorum when over 50% of its members participate.

Summons to the meetings shall be forwarded to each member in writing, in a verifiable way, no later than five (5) days before the meeting. Other notifications to Board members shall be delivered in the same manner.

In the event of a tied vote, the vote of the Chairman shall be decisive.

Minutes complete with the decisions and votes shall be drawn up after each meeting of the Board of Trustees. The minutes shall be signed by the Chairman of the meeting and at least one member who has been elected for the task in the meeting.

7 § Board Remuneration

The members of the Board of Trustees shall not receive remuneration.

8 § Representative

The Foundation’s Board of Trustees is entitled to engage and dismiss any potential representatives and other necessary staff members.

The Board of Trustees shall determine the amount of remuneration and other possible compensation to which the representative is entitled.

9 § Annual General Meeting

The Annual General Meeting of the Board of Trustees shall be held annually by the end of March.

At the Annual General Meeting, the following shall be dealt with:

  1. the Board’s financial statement and annual report shall be presented and approved;
  1. the current year’s budget shall be decided;
  1. an auditor and an deputy auditor shall be elected to audit the current year’s accounting and administration;
  1. the members of the Board of Trustees shall be elected in the event that the Founders have not selected them within the time limit.

10 § Signing for the Foundation

The Foundation is signed for by the Chairman and the Vice-Chairman of the Board of Trustees, each alone.

The Board of Trustees may authorise the right to represent the foundation

11 § Financial Period and Audit

The financial period of the Foundation coincides with the calendar year. The financial statements and the Board report regarding the Foundation’s operations in the previous year shall be submitted to the auditor during April. The auditor shall submit his/her audit report within May. If the auditor’s report gives cause for a meeting, the Board of Trustees shall reconvene during June to decide on measures brought about by the audit.

12 § Annual Report and Notices to the National Board of Patents and Registration of Finland

Certified copies of the income statement and balance sheet with notes, balance sheet specifications, the annual report and the auditor’s report shall be delivered within six (6) months after the end of the financial period to the National Board of Patents and Registration of Finland. In the event that a member of the Board of Trustees or an authorized signatory is replaced, a notification shall immediately be sent to the National Board of Patents and Registration of Finland in its Register of Foundations.

13 § Amendments to the Statutes and Dissolution of the Foundation

These Statutes may be amended through a unanimous decision of the Board of Trustees. The dissolution (termination) of the Foundation shall be decided in the same order.

14 §

The Foundation shall be dissolved in 15 (fifteen) years, by the end of 2030. If the Foundation is dissolved, the Foundation’s assets shall be used for the purpose defined in 2§, in the manner chosen by the Board of Trustees.