Proposals of the Shareholders’ Nomination Board of Kojamo plc to the Annual General Meeting

Kojamo’s Shareholders’ Nomination Board has proposed agenda items for the 12 March 2026 AGM including keeping the Board at seven members, electing Mikael Aro as Chair, re-electing five incumbents (Kari Kauniskangas, Anne Koutonen, Mikko Mursula, Veronica Lindholm and Annica Ånäs) and adding Gertjan van der Baan as a new member after Andreas Segal declined re-election. The Nomination Board also proposes annual fees (Chair EUR 78,000; Vice Chair EUR 46,000; other members EUR 39,000; Committee chairs EUR 46,000), a EUR 700 meeting attendance allowance (EUR 1,400 for certain foreign residents), and that ~40% of annual fees be paid in Kojamo shares subject to a two-year transfer restriction; it further proposes amending the Nomination Board rules to set the determination date for largest shareholders to the first working day of May.

Analysis

Market-structure: Kojamo’s board continuity, single new member and a 40%-in-shares fee program create a modest near-term buy-pressure (≈€0.1–0.2m of direct share purchases based on stated fees) and materially reduces governance uncertainty ahead of the 12 Mar AGM. The move to earlier shareholder determination (May) signals tighter coordination among largest holders (Heimstaden, Ilmarinen, Varma), lowering activist/transaction risk and supporting a small governance premium to equity valuation over 3–12 months.

Risk assessment: Tail risks are low-probability but high-impact: a hostile shareholder action or a sudden Finnish housing downturn could overwhelm the governance benefits; interest-rate shocks remain the primary macro tail (re-pricing of cap rates). Immediate effects (days) are negligible, short-term (weeks → May) see potential 1–5% price uptick around the share-acquisition window; long-term (quarters) the outcome depends on operational execution and leasing dynamics.

Trade implications: Favor a small directional long in Kojamo (HEL:KOJAMO) into the share-purchase window and AGM, hedged via call spreads or pair trades against weaker Finnish REITs. Use options to cap downside cost — e.g., buy-call-spread expiring June 2026 to capture May buying. Size positions conservatively (1–2% portfolio) given the small absolute magnitude of the share purchases.

Contrarian angle: The market likely underestimates the strategic signal: institutional coordination (May rule) plus share-paid fees increase alignment and raise takeover/merger optionality with international landlords. Reaction is underdone — price impact should be shallow but persistent; risk is execution (new member fit) and macro-driven sector re-rating which would negate gains.

Key Decisions for Investors

• Establish a 1.0–2.0% net long position in Kojamo (HEL:KOJAMO) ahead of the 12 Mar 2026 AGM and the expected share purchase window in May 2026; set a tactical target of +12% (3–6 months) and a hard stop loss at -8% to limit downside if rates or housing sentiment turn.
• Buy a low-cost options call spread to capture the anticipated May buying: buy Jun-2026 ATM call and sell Jun-2026 +15% OTM call (size = 0.5% portfolio equivalent) to limit premium outlay while keeping upside to ~+15%; exit in the week after the company’s Q1 report share purchases or at 50% realized profit.
• Implement a 1:1 pair trade long HEL:KOJAMO vs short HEL:SPONDA (equal notional) for 3–6 months to express governance/alignment upside vs a retail/office-heavy peer vulnerable to cap-rate moves; trim if sector-wide leverage repricing exceeds 200 bps.
• Avoid/trim >3% positions in highly leveraged Finnish residential developers/landlords (net LTV >40–50%) until Q2 2026 leasing and Q1 results print; reallocate proceeds toward Kojamo long or cash if domestic 10y yields rise >75 bps from current levels.