2022
ANNUAL REPORT
2022 in Brief ............................................................................................................................. 3
CEO’s Review:
Profitable growth, sustainability and a proposal for a growing divivend ..................... 4
Operating environment ........................................................................................................... 8
Strategy and business ........................................................................................................... 12
The sustainable Wulff .............................................................................................................20
MANAGEMENT
Board and Management .....................................................................................................28
Corporate Governance Statement ....................................................................................30
FINANCIAL STATEMENTS
Review of the Board of Directors ........................................................................................36
Key Figures ...............................................................................................................................43
Calculation Principles of Key Figures .................................................................................45
Risks and Risk Management ................................................................................................47
Shares and Shareholders .....................................................................................................51
Information for Shareholders ...............................................................................................55
Consolidated Financial Statements, IFRS ..........................................................................56
Consolidated Income Statement and
Statement of Comprehensive Income ...........................................................................57
Consolidated Statement of Financial Position ..............................................................58
Consolidated Cash Flow Statement ..............................................................................59
Consolidated Statement of Changes in Equity ...........................................................60
Notes to the Consolidated Financial Statements ........................................................ 61
Parent Company’s Financial Statements, FAS ..............................................................98
Notes to the Parent Company’s Financial Statements, FAS ....................................102
Signatures to the Financial Statements ..............................................................................111
Auditor’s Report ......................................................................................................................112
What our customers say...................................................................................................... 116
Insights from the Wulff team ................................................................................................117
Contact information in Finland and Scandinavia ...........................................................118
TABLE OF CONTENTS
2 Annual Report 2022
Wulff Annual Report 2022 3
2022 IN BRIEF
WULFF CONTINUES TO GROW
In 2022, Wulff continued to grow and become more sustainable.
Success in uncertain times
Throughout the year, our operating environment was impacted by a few
exceptional circumstances, from the continued impacts of the coronavirus
pandemic to broader economic uncertainty. Russia's invasion of Ukraine in
February 2022 had an impact on price inflation as well as the availability of
products and raw materials. We have responded swiftly to these changes,
keeping quality customer experience as our top priority, enabling the com-
pany to thrive in a changing and uncertain environment.
Growth through organic efforts and acquisitions
In 2022, Wulff's operations and turnover were boosted in particular by the
company's latest acquisitions and successes in contract sales in Scandinavia.
The acquisition of Wulff Solutions Oy (formerly Staples Finland Oy) in spring
2021 doubled Wulff's turnover and strengthened the company's position
as the operator with the widest range and most diverse sales channels in its
industry. At the beginning of 2022, Wulff expanded its service portfolio into
a stable and profitable vertical with the acquisition of Carpentum Oy, an
accounting and financial services provider. Scandinavian Contract Cus-
tomers segment succeeded in winning new customers, increasing sales and
strengthening its position as the industry’s renown expert in our target product
areas.
Our mission, to make the world a better place, one workplace at a time,
will remain and will guide us to success and responsible, sustainable impact
again in 2023.
A year of profitable growth.
In 2022, we
achieved a
turnover of more
than EUR 100
million for the first
time!
4 Annual Report 2022
Wulff Annual Report 2022 5
PROFITABLE GROWTH, SUSTAINABILITY AND
A PROPOSAL FOR A GROWING DIVIDEND
Elina Rahkonen
CEO
Wulff Group Plc
Thank you to our customers, partners
and staff for another great year! We
are thrilled that you have chosen Wulff
as your partner and employer. In a
sales-driven company, in-person meet-
ings and relationships have always been
an integral part of our business. The pan-
demic has made us all really appreciate
the time we get to spend with each other.
In my role as CEO, I am delighted and
proud to work with so many interesting
people, inside and outside our compa-
ny.
WE STAY CLOSE TO OUR
CUSTOMERS
In the last Annual Report, I told you that
2021 was a year of ownership, action
and growth for us. At that time, we were
still feeling the impact of exceptional
circumstances due to the coronavirus
pandemic. The year 2022 brought relief
from the pandemic, but new challenges
in the operating environment began with
CEO’s review
A RESPONSIBLE PARTNER FOR
EXPERTS IN WORKING LIFE
What made the year 2022 particularly
great for Wulff, was the fantastic feed-
back we received from our customers
about the growth and development of our
range of products and services. For Wulff
as well as our customers, corporate social
responsibility is increasingly important in
the selection of products and services for
the workplaces, selecting our business
partners, and in running our own opera-
tions. We succeeded both in expanding
our offering into new product areas and
in making our range of offerings even
Russia's invasion of Ukraine in Febru-
ary 2022. As an adaptive and resilient
company, we responded quickly and
updated our action plans. We man-
aged to deliver a high quality customer
experience even in the face of price
inflation and problems with the availability
of products and their raw materials. This
was inspired by the idea of personali-
sation - of knowing our customers and
their businesses - that Thomas Wulff, our
founder, introduced back in 1890. When
you know your customers, you know
how to serve and be useful, whatever the
circumstances.
Net sales 2022
102.2 meur
Operating
profit 2022
4.0 meur
Earnings per
share 2022
0.45 €
!
6 Annual Report 2022
more sustainable. We also achieved important
sustainability goals in 2022: all of the properties
we own in every one of our operating coun-
tries now have their own solar power plants. In
addition, the energy we use is 100% renewable.
In Finland, we achieved a carbon-neutral supply
chain by compensating all emissions from the
supply chain.
TURNOVER OF EUR 100 MILLION
EXCEEDED
IThe integration of the operations of Wulff Solu-
tions Oy, which was acquired in the spring of
2021, is progressing as planned. And given the
business’s profitability improvement, we are proud
to say this integration has already resulted in new
success.
This acquisition doubled our turnover, allowing
us to reach a turnover over EUR 100 million
for the first time in the company’s history. This has
strengthened Wulff as the most versatile operator in
the industry with the widest selection and the most
diversified sales channels.
With this deal, we have gained a lot of significant
new customers from, for example, the care sector. In
the Scandinavian Contract Customers segment, we
won new customers and increased our share of
customer’s purchases. The acquisition of financial
administration service specialist Carpentum Oy,
made at the beginning of 2022, expanded our
service offering into a stable and profitable finan-
cial management sector. We believe that there is
room for future growth in financial administration
services. In line with our strategy, we will continue
to pursue growth through acquisitions.
WULFF 'S FINANCIAL OBJECTIVES
NET SALES
average 15-20%
annual growth
OPERATING PROFIT
rising comparable
operating margin
DIVIDEND
rising dividend
per share
Wulff's equity ratio increased to 40.5 % (38.1)
Proposed dividend increase EUR 0 .14 / share (EUR 0.13)
IN 2022
Wulff Annual Report 2022 7
WULFF
VALUES
CUSTOMER
EXPERIENCE
SUSTAINABILITY
ENTREPRENEUR
SHIP
PRODUCTIVITY
We know that the market and business
environment will continue to change
rapidly in the future and that the transfor-
mation of working life is here—today. We
also know that a winning strategy can
withstand change. A perfect working day
is always a responsible working day.
So what will we do in the future? We
don't yet know what our complete set of
offerings will become, because we are
not only listening carefully to our custom-
ers, but also anticipating their needs and
reacting to changes in the environment.
This is a promise we are committed to de-
livering on: our customers can rely on us
to provide them with timely and responsi-
ble solutions for all working environments,
from one single supplier.
We believe that with skilled, enthusiastic
and committed people - Wulff employ-
ees, our partners and our customers - we
are well-positioned to grow both our turn-
over and our operating profit in 2023.
Let's build a sustainable future together for
all of us!
Elina Rahkonen
YEAR OF BUILDING AND
STRENGTHENING CULTURE
In business acquisitions, we look for
synergies from combining operating mod-
els and cost efficiency—for example, in
establishing shared systems and offices.
The most important synergy is created by
embracing Wulff's values and strategy in
building a strong common culture. Foster-
ing an empathetic and respectful business
environment that is also results-oriented
has been a major focus area at Wulff
in 2022. Excellence in leadership has
become one of our focus areas, and we
have invested heavily in thought leader-
ship coaching and change leadership.
Wulff is a solution-oriented sales compa-
ny, driven by customer focus, sustainabil-
ity, entrepreneurship and performance.
These values represent our day-to-day
North Star guiding us to success. As
companies come together, the culture
is strengthened one encounter and one
conversation at a time. What is needed
is continued interaction and conversation
around what our values, strategy, and
objectives mean in practice for you.
Our strategy and the future
Wulff wants to make the world a better
place, one workplace at a time, through
the products and services we sell. Our
aim is to make a positive impact on the
climate and to increase equality, decent
work and economic growth in the world.
!
A BETTER WORLD, ONE WORKPLACE AT A TIME,
amid a changing environment
In a changing environment, the most adaptable will thrive. You can always change
what you do and how you do it. It is important to stick to your values even when the
change around you is unexpected. For Wulff, changes in the operating environment
are always opportunities to improve our own operations.
8 Annual Report 2022
Wulff Annual Report 2022 9
OPERATING ENVIRONMENT
FAST, BIG AND SURPRISING
CHANGES
We live in a rapidly evolving world. For ex-
ample, in terms of technological progress, we
have developed more in the last 30 years than
in the previous 300 years combined. We also
live in a world where major and irreversible
changes can happen rapidly in our operating
environment. Climate change will bring the
damage caused by extreme weather events
closer to Wulff's environment. The coronavirus
pandemic affected the whole world and we
are currently living in the midst of a geopolitical
crisis. The business environment will continue to
change in the future.
WULFF'S OPERATING ENVIRONMENT
AS FIGURES
According to Wulff's estimate, workplace
products and - services market size (euros /
year) has remained the same for several years.
The company estimates the size of the market
to be around 400 million euros in Finland, 700
million euros in Sweden, 450 million euros in
Norway and 400 million euros in Denmark.
GENERAL ECONOMIC
DEVELOPMENT AFFECTS
COMPANIES’ PURCHASING POWER
In the Nordic countries, the demand of the
trade industry follows general economic trends.
The economic downturn caused by the corona-
virus pandemic in Wulff’s countries of operation
has been less severe than estimated, but the
Russian invasion of Ukraine in February 2022
has brought new challenges and uncertainty to
overall economic development. This situation
could further undermine the economy's growth
prospects, further reducing investment and
delaying the recovery of the labour market. In
Finland, for example, while the economy as a
whole grew slightly in 2022 thanks to a good
start to the year, rapid inflation also significantly
eroded purchasing power. The war in Russia
exacerbated the energy crisis and has contrib-
uted to a rapid rise in the cost of living and the
operating costs of businesses.
Economic development is also affected by the
intensified shortage of raw materials caused by
the pandemic and the war, which has a broad
impact on the availability of products. The
ongoing geopolitical crisis is affecting global
supply chains, changes in which may also
indirectly affect Wulff's operations. Changes
in supply chains have amplified and broadly
amplified the price inflationary trend. Global
supply chains have been reorganised during
2022, thus improving the overall availability of
products in a context of rising logistics costs in
general, and in particular in Europe due to the
uncertainty of energy commodites availability.
The overall economic situation in the Nordic
countries will also be affected in the near future
by the change in the demographic dependen-
cy ratio due to the ageing of the population.
These factors, among others, also affect the
long-term growth prospects of Wulff.
A STRONG PLAYER IN A
FRAGMENTED MARKET
TThe Nordic market is very uniform in terms of
the number of customers, purchasing behaviour
and demand for products. Traditionally, the
industry’s market has been very fragmented.
Entering the market is easy, which is why many
small companies are operating in the field.
Several companies enter and leave the market
every year. In recent years, the industry has
also seen a few takeovers. Wulff believes that
expert work remotely. Teams will work remotely
from a variety of locations and premises that
best serve them at any given time. Digitalisation
is changing the world, and the development of
information-intensive work methods is exceed-
ingly rapid. At the same time, the pandemic era
increased the value of collaborative encoun-
ters. That is why we want to invest in spaces
where colleagues, customers and partners are
met, and we want to make such spaces as
stimulating and functional as possible.
At Wulff, we are aware of the transformation
of the operating environment. We actively
observe the changes and see them above all
as opportunities. For example, there will be a
growing demand for tools that maintain and
improve the ergonomics of workstations in the
future. Great tools for working in shared offic-
es, as well as home and other locations where
people work, are investments that employers
are keen to make when competing for the
best and most profitable experts. In addition,
many senior citizens want to do meaningful
work for as long as they feel fit. Wulff can help
people feel well in their work. Wulff sees that
the most significant megatrend affecting Wulff’s
operating environment and its own operations
is sustainability and especially environmental
awareness: protecting the environment and
improving its overall health. Value-based
decision making will be increased, both in the
procurement of individual products and when
selecting partners. Wulff sees sustainability
thinking as the most significant factor contribut-
ing to competitiveness in the future.
WULFF'S COMPETITORS
Wulff’s competitors consist of unlisted small
and medium-sized companies in all market
the future of the industry will be in the hands of
companies like itself as well as bigger players.
Wulff estimates that company takeovers will
continue in the future, and the consolidation
trend is likely to remain intense. Wulff is a
pioneer in company takeovers in the industry
and a strong player in a fragmented market. In
2021, the company made a significant acquisi-
tion in Finland by purchasing its strong compet-
itor, Staples Finland (now Wulff Solutions Oy,
formerly Oy Lindell Ab).
Wulff is expected to acquire more businesses
in the future. The company feels that it can
also influence the operating environment by
reshaping the industry with all its workplace
products and services. A good example of this
is Wulff’s investment in a new service business
offering financial management and accountan-
cy services.
WORKING LIFE IS UNDERGOING RAP-
ID TRANSFORMATION
The operating environment for workplace prod-
ucts and services has been in a state of flux for
a long time, and after the COVID-19 pandem-
ic we are now living in a new kind of work-
ing life: working from multiple locations. The
megatrends that are shaping Wulff’s operating
environment are the focus on the state of the
environment and its improvement rather than the
use of resources, the ageing and diversification
of the population, the integration of technology
into all activities, and the transformation of work
and consumption.
Multi-local onsite work – remote work from a
home office or holiday home, for example –
has increased, and some people will continue
to fulfill particularly information-intensive and
10 Annual Report 2020
Wulff Annual Report 2022 11
sectors. In Finland, Wulff Group has approxi-
mately 10 significant competitors. Competitors to
the contract customer concept in Finland include
Lyreco and RCK Finland. In the Scandinavian
contract customer market, Wulff Supplies faces
competition from companies like Lyreco. Wulff’s
expertise sales companies compete for market
share with Canncolor Group and Oy Rahmqvist
Ab, among others.
Wulff's offering includes international exhibition
services and remote meeting solutions, products
and services for construction sites and buildings,
print and document management solutions and,
most recently, accounting and financial manage-
ment services.
Wulff Entre is the Group's specialist in interna-
tional trade fair services and remote meeting
services.
Wulff Entre's competitors are international event
production and marketing agencies, exhibition
producers and stand builders, mainly located in
the Nordic countries, the Netherlands, Germany
and Eastern European countries. The exhibition
industry was in a state of emergency during the
pandemic, as a large number of international
and domestic trade fairs had to be cancelled
or postponed due to the coronavirus pandemic.
The exhibition industry is slowly recovering from
the pandemic. At the moment, international trade
fairs are partly affected by the Russian invasion
of Ukraine. Wulff estimates that the industry envi-
ronment has changed significantly from where it
was before the pandemic: there is a need to or-
ganise trade fairs and other meetings and events
remotely, while at the same time providing a high
quality and experience. Wulff believes that the
My Remote Studio remote meeting solution for
Wulff Entre's corporate customers is a growing
business area.
Wulff's operating environment in Finland and
Scandinavia for the sale of lamination and pro-
tective product solutions is the construction in-
dustry. The business opportunities are affected
by the situation in residential and commercial
construction. Forecasting is made challenging
by the ongoing geopolitical crisis. Before
the pandemic, the construction sector in the
countries where Wulff operates was growing
slowly but steadily. In 2022, construction prices
were rising rapidly and currently construction
in Finland, for example, is expected to decline
by three to four percent in 2023. However,
construction price increases are expected to
slow down. Positive developments in the gener-
al economic situation will also have a positive
impact on construction.
Wulff believes that sustainability is the most
important factor influencing the operating
environment for print and document manage-
ment services. The company believes that the
most successful companies in the industry are
those that offer the most sustainable solutions.
Wulff Group provides services in the Helsinki
metropolitan area through Canon Business
Center. Both Canon and Wulff share a
common interest in increasing and developing
sustainable solutions.
Wulff feels that there is room in the Nordic
market for a new local and personal service
provider in the accounting and financial
management sector: Wulff. The sector has
been profitable and growing steadily for a
long time, and Wulff is now looking to share
in this growth in Finland. Currently, the biggest
players in Finland are Accountor, Talenom and
Rantalainen, and Wulff's operations are still
relatively small.
FOR COMPANIES, ENTREPRENEURS
AND COMMUNITIES
The products sold by Wulff are used throughout
the year. Demand for products that enable
a smooth working day is constant and not
seasonal in nature in the areas of data storing
solutions, cafeteria and catering, facility
management, toner cartridges, and paper and
cleaning products, among others. Demand is
influenced by the general economic situation.
For example, as large companies hire more
staff, consumption increases. Some products
have a very long life cycle. For example,
ergonomic products are often considered
carefully before buying, and they can last for
decades. Sales of promotional and gift items
have traditionally been seasonal, with an
emphasis on the second and fourth quarters
of the year. Nowadays, gifts and promotion-
al items are increasingly an integral part of
corporate marketing communications and are
significant in communicating company values.
Gifts or products that reflect the company's
activities and values are given to customers
and partners when they meet them. This is
why traditional Christmas and summer gifts no
longer appear in the off-season as the same
kind of sales spikes they used to.
The significant change in consumerism seen in
the Nordic economy in recent decades also
affects how Wulff sees the opportunity to build
success and growth. Entrepreneurship and, for
example, services produced by so-called ‘light
entrepreneurs’ are becoming more common,
and more and more people will employ them-
selves in the future, selling their own expertise. It
is important for Wulff to be a flexible and agile
company that responds to market changes,
and that it has the courage and capacity to
innovate and provide services for companies
of all sizes.
VALUES AND CONTINUOUS CHANGE
Wulff’s most important change in the operat-
ing environment is the growing importance of
sustainability thinking and value-based partner
selection. The company builds its future growth
and competitiveness around sustainable,
ethical and environmentally friendly products
and services. The operating environment can
continue to undergo major and unexpected
changes rapidly, as the pandemic and Russia's
invasion of Ukraine have shown. It is therefore
important to invest in the ability of companies
and people to react and adapt to situations
beyond their control.
Wulff aims to be the most active player in its
field. It wants to develop and change its own
and its customers' operations and the industry
as a whole, and to influence the environment
and values in which it operates. Those who
succeed in the industry are those who can take
advantage of developments and lead change.
BETTER CHOICES MATTER
Wulff estimates that the COVID-19 pandemic
and the war situation will affect the financial
situation of corporate finances for several years
to come. In terms of the objectives and strat-
egies of companies and communities, Wulff
believes that the pandemic has brought one
important positive change: the COVID-19 pan-
demic has prompted us to see how our actions
affect nature. During the COVID-19 pandemic,
the performance and carrying capacity of the
environment was recovered in some places
within a short time, as pollution or emissions
were radically reduced. Our actions, the better
choices made by companies and individuals,
matter. They are significant and contribute to
competitiveness. Companies want to select
partners who share similar values. Products and
services have to do more than solve everyday
problems. For example, the carbon footprint
or handprint of a product or service, or the
ethical standards of its production methods,
are crucial decision-making criteria. At Wulff,
future success is built through the continuous
development of our customer experience and
our own operations.
12 Wulff Annual Report 2022
Poikkeusoloissa
menestyjän meistä
on tehnyt vahva
myyti-dna:mme.
Meillä on tahtoa
toimia aktiivisesti,
olemme määrätie-
toisia ja tunnistam-
me asiat, joihin
voimme itse vaikuttaa.
12 Wulff Annual Report 2022
A perfect
working day
is inspired by
sustainability.
Wulff Annual Report 2022 13
Mission
We make the world a better place,
one workplace at a time.
Customer promise
We help companies create better and
more sustainable working environments
and perfect working days.
Goal
Wulff is the most recommended and
responsible partner and employer.
STRATEGY
2022-2026
A BETTER WORLD - ONE
WORKPLACE AT A TIME
Values
The values that have long guided Wulff's op-
erations: customer experience, entrepreneur-
ship and performance were complemented
at the turn of 2021-2022 with a fourth great
theme: sustainability. Good values stand the
test of time and at the same time it is important
to actively discuss them and reflect on our
daily activities through them. As the world
changes around us, it may be appropriate
to update them. In 2022, sustainability has
strongly guided the development of Wulff's
business - and this is something that we at
Wulff, our customers and partners are all very
proud of.
Strategy
At the heart of Wulff's strategy is making the
world a better place, one workplace at a
time. It's our inspiring answer to the question of
why we exist. Through our activities, products
and services, we want to make a particu-
lar contribution to positive climate action,
equality, decent work and economic growth
in the world. Read more about sustainability at
Wulff on page 20.
Objectives and the future
Wulff aims to be the most recommended and
responsible partner and market leader in its
STRATEGY AND BUSINESS
markets. The financial target is to increase turn-
over to EUR 200 million during the strategy
period 2022-2026. The growth strategy will
be based on the expansion of the product
and service portfolio and acquisitions in the
Nordic countries. The company is aiming for
an average annual growth in turnover of 15-
20%. It also aims to increase its comparable
operating profit percentage and dividend
per share. In 2022, the company achieved
a turnover of more than EUR 100 million for
the first time. For 2023, Wulff expects turnover
and comparable operating profit to increase
compared to 2022.
Focusing on what’s important
Focus areas help Wulff employees work with
purpose and relevance. Quality is always
experienced on a personal level, individually.
The customer chooses how they want to be
served: that is why multi-channel and ad-
vanced ways of dealing with the customer are
important. At the same time, Wulff believes
that personal service will continue to be a
competitive advantage in the future, alongside
modern digital service channels. Providing
the best customer experience in the industry
requires input from all Wulff employees as
well as ideas and feedback from customers
and partners.
The customer experience is measured, moni-
tored and developed. Immediate feedback is
sought and received when customers are met,
Mission
We make the world a better place,
one workplace at a time.
Customer promise
We help companies create better and
more sustainable working environments
and perfect working days.
Goal
Wulff is the most recommended and
responsible partner and employer.
STRATEGY
2022-2026
14 Wulff Annual Report 2022
and a customer satisfaction survey is conduct-
ed annually for all of the Group’s customers.
Wulff develops its activities on the basis of
information gathered from personal encoun-
ters and the results of the customer satisfaction
survey, among other things.
Wulff has a strong sales identity and aims to
be the best sales organisation in the Nor-
dic countries. In addition, investing in what
customers praise the most will have a positive
effect on the development of sales and net
sales. Continuous optimisation of one’s own
operations is important, because everyone
at Wulff can use more efficient operating
methods for a better result.
Wulff's strategic focus areas were comple-
mented in 2021 by the addition of a focus
on leadership. For Wulff, leadership means
a culture of servant leadership, personal
leadership; self-leadership and listening to the
thinking of partners and clients. Leadership
is about being a good human being, and
thought leadership is about insightfulness, es-
pecially towards responsible solutions. Good
leadership is always important, and Wulff
has invested in 2022 in developing leader-
ship, especially in times of change. When
integrating acquisitions and building a shared
culture, human, productive, empathetic, and
values-driven leadership is required not just in
definition but also through clear actions.
Projects and concepts
Our best projects often help us to define
strong values that are incorporated across
company operations and the daily life of our
employees. Sustainability is the most important
value guiding Wulff’s operations and the most
significant driver of competitiveness. Wulff has
made a strong commitment to sustainability,
first with the Wulff Better Products project,
which began in 2017 and aimed to increase
the number of products and services that are
sustainable and environmentally friendly. From
2019-2020, the Better Products project grew
into a Sustainability force field for 2019-2020.
The force field expanded in 2021 into Wulff
Sustainability. Wulff’s goal is to contribute to
positive climate change and increase global
equality, in particular through its own opera-
tions and product and service offerings. The
third theme is to increase decent work and
economic growth in the world.
Wulff Lab is an operating model that encour-
ages a culture of experimentation and quick
scaling of successes, as well as boldly giving
up unprofitable business or business that is
not in line with our values. The Lab activities
include finding new and more sustainable
products for our selection, as well as intro-
ducing completely new services to the Wulff
selection. Coming up with new and more
effective ways of working and development
are also part of the Lab activities.
Sustainability and environmental aspects
are also highlighted in the Wulff Academy
and Wulff Digital projects. Wulff Acad-
emy includes an orientation and training
programme, as well as indicators of daily
activities and development used to ensure that
our personnel have the necessary compe-
tence now and in the future. The purpose of
the Wulff Digital project is to ensure contin-
ued modernisation of the company’s digital
capabilities and deepening of the company’s
pioneer status. The best customer experi-
ence in the industry is made possible by the
aspects mentioned above, as well as with
the participation of committed people and a
strong feeling of purpose, a shared objective
to make the world a better place.
STRATEGIC FOCUS AREAS
Interesting and attractive sales work community and easy purchases for
customers: Wulff aims to be the most recommended and responsible partner
and employer in its field. It succeeds by investing in strategic focus areas.
CUSTOMER
EXPERIENCE
SALES
EXCELLENCE
OPERATIONAL
EFFICIENCY
SUSTAINABILITY
MULTI-
CHANNEL
LEADERSHIP
Wulff Annual Report 2022 15
Easy procurement for contract
customers
Wulff Contract Customer concept is a popu-
lar and easy way to manage all workplace
purchases. It is popular with larger companies
and organisations with 50 or more employ-
ees and/or multiple locations.
Wulff’s Contract Customers include several
major companies and corporations which
purchased more workplace products, such as
coffee and property maintenance products as
well as office supplies, for their premises and
multi-location work as the pandemic gradu-
ally subsided. People have been excited to
return to the offices and work in person, and
in 2022, Wulff has once again been able to
serve its customers with the entire breadth of its
product portfolio.
At the same time, less hygiene and protective
products were sold to workplaces and work
environments than in the comparison period.
Although sales of pandemic management
products have declined, they have remained
a part of people’s daily lives and working
lives. A responsible employer takes care
of employees' safety and ability to work,
offering, for example, face masks and hand
sanitizers to protect against the seasonal flu.
Companies also invest in meeting people in
the workplace. Wulff has received special
acknowledgements for our quick reactions
to even the larger and more surprising needs
of our customers. For example, it is easy to
organize a joint morning coffee moment with
instant porridge and energy bars offered by
our customer’s companies through Wulff, even
on a quick schedule.
In Finland, Wulff is the market leader, and
in Scandinavia it is one of the top operators
A PERFECT WORKING DAY IS
SUSTAINABLE
Value-based decision making is increasing
in the procurement of individual products, as
well as in selecting business partners. Compa-
nies and communities are not only expected
to have opinions and issue responsibility
statements, but to act in line with them. That is
why Wulff thinks a perfect working day is also
sustainable. It means that our impact on our
operations and our customers’ operations,
as well as on the planet we’re living on, are
positive. We enable better work environments
and make the workplace – wherever it may
be. More comfortable, healthier, safer, more
enjoyable, more efficient, more ecological,
more functional, more diverse – how do
you want to improve your working day and
environment? Wulff has the solution.
What are workplace products?
What kind of products are purchased from
Wulff, and what are workplace products?
Wulff's best-selling workplace products are
coffee, toner cartridges and printer paper. The
share of cafeteria and property maintenance
products of all sold products is increasing
continuously. At Wulff, we know that to
succeed in our business we need to actively
and insightfully renew our product selection,
because the demand for traditional office
supplies has been declining for a longer pe-
riod. There are digital replacements for pens,
paper and notebooks.
On the other hand, traditional paper calen-
dars, elegant notebooks, and substantive,
high quality pens, for example, are all en-
joying a renaissance. Handwriting is valued
and appreciated, and physical products
are perceived as making it easier and more
natural to concentrate than working solely on
a screen.
in the industry, with an exceptional number
of large companies in the Nordics trusting
its services. One of the most popular cost
and time-saving supply solutions in Finland is
Wulff’s MiniBar, and in Scandinavia, the Cab-
inet Service, which can be found in hundreds
of large organisations and corporations. The
refill and shelving services, MiniBar, operate
like its namesake in a hotel. The automated
refilling services house ready-to-use current
and traditional workplace products on their
shelves. The share of traditional office supplies
in total sales has decreased over the years as
the rest of the workplace product range has
expanded. The exceptional circumstances
have also affected the content of the refilling
services: hygiene and cleaning products have
become popular along with office supplies
and IT, coffee, and maintenance products.
The new normal means investing in cleanli-
ness and safety in the future as well. In more
and more workplaces, the MiniBar selection
also includes refreshing coffee and snack
products.
The share of knowledge work, remote and
mobile work among working environment has
been increasing for a long time. A significant
share of work will be done in multiple loca-
tions and in different changing environments
in the future. Wulff is therefore investing in a
product portfolio that enables safe, ergonom-
ic, and pleasant ways of working not just on
business premises, but also multi-locally: in
home offices, secondary residences, public
spaces like cafes or office hotels, and while
moving from place to place. As knowledge
work increases, the population ages and
careers are getting longer, more and more at-
tention is paid to work ergonomics. Wulff sees
strong opportunities for growth in this develop-
ment, as expertise in workstation ergonomics
and the best, sustainable solutions have been
Wulff's strong expertise for decades.
PORTFOLIO OF SERVICES
International event services and
remote meeting solutions
Wulff Entre is a bold innovator in the inter-
national exhibition and event industry and,
in addition to Finland, it serves customers in
Germany, Sweden, Norway and the United
States, among others. The new remote meet-
ing services developed by Wulff Entre enable
exhibition-like and interactive, inspiring meet-
ings such as webinars produced by the client
company itself, easily and virtually. Tradition-
ally, Wulff Entre has annually exported the
know-how of Finnish companies to more than
30 countries and has held more than 100
in-person events with its customers. The indus-
try is still recovering from global exceptional
conditions, with moderate growth continuing
compared to the pandemic period.
During 2022, the restrictions related to the
containment of the Coronavirus pandemic
were largely lifted, with the exception of the
Far East, where the restrictions were in effect
until the end of the season. From the point
of view of Wulff Entre's traditional exhibition
sales, it is positive that in the post-pandemic
world, face-to-face encounters are perceived
as valuable and meaningful. When you go to
an exhibition, you invest in it. At the same time,
Wulff believes that companies that boldly
innovate the industry succeed in the exhibition
and event market, and that's why Wulff Entre
will continue to invest heavily in the sale of
its own remote meeting service, My Remote
Studio. My Remote Studio can be tested
remotely, and it is also easy to try it out in
Finland at the Wulff House in Kilo, Espoo. De-
16 Wulff Annual Report 2022
veloping new, especially responsible solutions
for traditional exhibitions is also important.
Printing, data and document
management solutions
Wulff's product range also includes services:
in Finland, Canon Business Center Vantaa,
which is part of Wulff Group, is among
the strongest sellers of data and document
management as well as printing solutions in
the Helsinki metropolitan area. It is part of
Canon's sales and service network covering
the whole of Finland.
The network has offices in 35 locations across
Finland. Canon's unified way to operate
ensures consistency and a high-quality of
service. Together with Canon's product and
service concept and Wulff's strong sales
organisation, Canon Business Center Vantaa
believes it can win new customers and
continue to succeed. In 2023, the company
will focus on increasing the strength of its sales
operations. Canon Oy has selected Canon
Business Center Vantaa (Mavecom Palvelut
Oy) as Canon Business Center Dealer of the
Year three times, most recently in 2020-2021.
In late 2022, Canon Business Center Vantaa's
sales expertise in rental solutions and its
network of contacts was also activated to
sell Wulff Entre's remote meeting solution, My
Remote Studio.
New: accounting and financial
management services
Wulff is also seeking growth in new product
and service areas through acquisitions. As
financial management services were found to
be an excellent complement to our portfolio
of services, the company invested in sector ex-
pansion by acquiring a formidable player. The
acquisition of Carpentum, an Espoo-based
financial management service, in January
2022 increased the annual turnover of Wulff's
new service area to approximately EUR 2.2
million and the number of personnel of the
operation to more than 20 top professionals.
Wulff is actively looking for new services that
complement its operations, and is willing to
invest in new product groups and services
through acquisitions and mergers in line
with its strategy. In the Helsinki metropolitan
area, Wulff also provides its customers with
high-quality, domestic and sustainable cater-
ing services under the Wulff Catering brand.
Experts at your service
Expertise Sales is an expert service that
requires knowledge of the customer, the cus-
tomer’s business, and operating environment,
and it emphasizes the importance of personal
contact. Wulff stands out from the competition
for its local and domestic nature. The Expertise
Sales Segment offers personal service to its
clients and the product concept is always
tailored together with the customers to meet
their needs.
The Expertise Sales Segment offers customers
the latest products and favourites, as well as
a broad range of wellbeing and ergonomic
products for the workplace, first aid, and
products improving work safety. Sustainability,
locality and ecofriendliness are important
grounds for choices. Safe ways of working
and ensuring hygiene and protection will
remain a part of the work environment even
after the pandemic.
Due to the aging workforce, Nordic compa-
nies are increasingly investing in ergonomics
and first aid products for the workplace.
Knowledge work will continue to account for
an ever-increasing part of all labour, so com-
panies are also proactively investing in good
workplace ergonomics. With good work-
place ergonomics, it is possible to achieve
significant savings due to the decrease in sick
leaves.
Ergonomics and first aid preparedness are
increasingly important in Nordic companies
as the working population ages. There is also
an increasing focus on good ergonomics as
a preventive measure. Good ergonomics has
New products and
services, as well as
product and service
areas: discovering,
piloting,development.
LAB
ACADEMY
RECRUITMENT
Skills, attitude
ORIENTATION
coaching
QUALITY
feedback, results
DEVELOPMENT
coaching
Positive climate actions
Equality and good humanity
Decent work and economic
growht
- joyfulness at work
- products – supply chain –
sites – own operations
SUSTA INABILITY
DIGITAL
Customer service and
meetings digitally and
personally. Digital contacts
producing leads and sales.
Digitalization streamlining
and facilitating the work of
Wulff personnel.
Concepts and projects
Wulff Annual Report 2022 17
the potential to save significant amounts of
money in terms of reduced sickness absence.
Expert sales are particularly targeted at medi-
um-sized and small domestic companies.
For small companies, micro
businesses and consumers
Wulff’s open webshop Wulffinkulma.fi is con-
stantly being developed. Lately, the webshop,
which is geared towards small companies
and self-employed people has focused on
also serving consumers and small business
owners operating in a consumer-like manner.
The webshop, which serves a wider selection
than its competitors in the workplace product
and supplies sector, is constantly increasing
its selection according to customers' wishes.
There are already almost 5,000 products in
the selection. The store offers new and current
products, including plenty of healthy snacks,
among other items.
The Wulffinkulma.fi webshop is known for
its fast and reliable deliveries. This versatile
and mobile-friendly webshop’s advantages
are secure and accurate deliveries. Whether
it is to business premises, the home, remote
office or a self-employed person’s desk in
a co-working space, Wulffinkulma.fi web-
shop delivers products where and when the
customer wants. The same daily products are
in use in home offices as in traditional office
spaces: soft tissue papers, hand towels, soap,
coffee and snacks. Wulff is appreciated for its
local, sustainable, and environmentally sound
range. Our assortment of items tomorrow are
based on what customers express interest and
delight in, today. The webshop is continu-
ously being developed to offer even more
sustainable options and information on the
environmental impact of its products.
BRINGING TOGETHER TWO
COMPANIES WITH FINNISH ROOTS
The most significant acquisition in Wulff's
history is the acquisition of Staples Finland
Oy in spring 2021. The combination of two
Finland-based leaders in workplace prod-
ucts and services made Wulff an even more
powerful player in the market and significantly
increased our number of customers. The
Group's customers will benefit from an even
wider range of products and strengthened
expertise. Staples (now Wulff Solutions,
formerly Oy Lindell Ab) was founded in
1890 in Helsinki and has in recent years
been known as a strong contract supplier of
workplace products and work environment
solutions to large companies and the public
sector. In Finland, the alignment and stream-
lining of Wulff Oy Ab and Wulff Solutions
Oy Contract Sales' organisations, operating
models and systems continued in 2022. The
most significant investments in 2022 were the
renovation and expansion of Wulff House
into a common headquarters for all Wulff em-
ployees working in the Helsinki metropolitan
area and a project to merge and integrate
the ERP systems.
The reorganization achieved a saving of
approximately EUR 0.3 million in personnel,
information system and premises costs for the
last quarter of 2022. The phased cost syner-
gies are expected to deliver total annual cost
synergy benefits of up to EUR 3 million.
Wulff's Contract Customers in Finland will also
be legally unified when the companies are
merged during 2023. Wulff Oy Ab and Wulff
Solutions Oy will merge into Wulff Finland
Oy. On December 30, 2022, the boards of
the companies decided on the implementa-
tion of the merger plans they approved in June
2022. The mergers will take place during the
first half of 2023.
MULTICHANNEL WULFF
In addition to Finland, Wulff operates
in Sweden, Norway and Denmark. The
service models of this multichannel group
complement one another perfectly.
They all share the idea of offering the
company’s competence to customers.
Comprehensive service promotes customer
satisfaction and the continuity of customer
relationships.
In the Nordic countries, Wulff has
approximately 100,000 customers served
personally by almost 250 B2B sales
professionals. That means more than 200,000
customer encounters per year!
18 Wulff Annual Report 2022
Wulff Annual Report 2022 19
WULFF HOUSE FOR SUSTAINABLE
DEVELOPMENT IN FINLAND
The new Wulff House in Kilo, Espoo, serves
all of Wulff’s personnel in Finland. In 2019,
modern and comfortable business premis-
es were renovated for use by the Group.
The company also got its own solar power
station on the roof of Wulff House in Espoo.
In the summer of 2022, a total of 850 square
metres of new working, meeting and event
space was renovated in Wulff House when
the people of Wulff Solutions Oy, who had
been working in Pitäjänmäki, Helsinki, moved
to the common premises. In 2023, financial
management service Carpentum will also
move to Wulff House. The new facilities will
stimulate energetic encounters and collabora-
tion and support the multi-local onsite work of
the future.
AN EFFECTIVE DISTRIBUTION
CHANNEL OF HIGHQUALITY
SERVICES AND PRODUCTS
Wulff is a significant and desirable partner for
the companies which provide Group compa-
nies with products and services. For example,
a nationwide sales channel makes launching
new products to customers in a tight timeframe
possible while providing each customer with
bespoke service. The growing Group can of-
fer its customers an increasingly diverse range
of services, price benefits, more sustainable
services, products, and information about the
impacts of their purchases. The company ac-
tively collects feedback and information from
companies and product users regarding their
needs and wishes. In addition to Wulff’s own
operational development, suppliers also utilise
this information. The best ideas for product
development and new products often come
from customers.
WULFF HOUSE
Espoo's Wulff House
is being renovated to
create more space for
new Wulffians. Moving
to common facilities.
LOGISTICS REFORM
Developing the order and supply
chain to align with a progressive and
sustainable operating model.
DELIVERIES
TRANSFERRED
TO POSTI
Transfer of deliveries and
MiniBar filling service to Posti.
WULFF'S NEW
WEBSITE
The new Wulff
website is launched.
NEW HR AND
PAYROLL SYSTEM
A common HR and
payroll system.
CONTRACT SALES
WEBSHOP
New online shop for Contract
Sales will be launched.
MERGER
Merger of Wulff Oy,
Wulff Solutions Oy and
Wulff Finland Oy.
ERP SYSTEM
A common ERP system
Merlin (system development,
integrations, testing, training,
communication and
preparation for deployment.)
THE INTEGRATION OF THE ACQUISITION OF STAPLES FINLAND (NOW WULFF SOLUTIONS)
IS PROCEEDING ACCORDING TO PLAN AND WITH DETERMINATION
Q2
2022
Q3
2022
Q4
2022
Q1
2023
Q2
2023
Q3
2023
Q4
2023
NETWORKING IS PART OF BUSINESS
InterACTION, the leading wholesaler asso-
ciation in the field, is an important network
for Wulff Group. All member companies are
leading companies in their native countries.
InterACTION members meet regularly to co-
ordinate joint purchases and share knowledge
and skills in sales, marketing, and logistics. For
example, InterACTION companies exchange
information about bestselling products in
different countries. Wulff benefits directly from
the market and product information it receives.
The joint purchasing organisation has its own
international brand called Q-Connect. The
high quality Q-Connect products are also
included in Wulff Group’s product range, and
their popularity and number in Wulff’s selec-
tion have grown continuously. Q-Connect
products are still being developed to be more
sustainable in terms of raw materials, manu-
facturing processes and logistics.
20 Wulff Annual Report 2022
What are good
sustainability
objectives?
They encourage a
shift from reducing
the carbon footprint
to leaving a carbon
handprint.
Wulff Annual Report 2022 21
THE SUSTAINABLE WULFF
The importance of sustainability at Wulff, as
in the operations of all companies and com-
munities, has grown significantly in recent
years. As a value, concept and sustaina-
bility project, sustainability broadly guides
Wulff’s operations.
For Wulff, sustainability especially means
positive climate actions, increasing equal-
ity, decent work and economic growth in
the world. When the themes have a strong
presence in our strategy, taking care of
environmental, economic, and corporate
social responsibility is a natural part of our
operations.
Wulff’s sustainability targets, actions and indi-
cators have been designed in collaboration
with the sustainability service company Third
Rock and climate and environmental expert
Leo Stranius. Wulff has found it important to
set meaningful targets for operational devel-
opment that will be meaningful and have an
impact now and in the future. The aim was to
decide on targets that would be challenging
but achievable with determined and persistent
work. At Wulff, we are pleased to see that
sustainability has become a more significant
decision-making criterion for an ever-increas-
ing group of customers and Wulff stakehold-
ers. It makes sustainability and sustainability
projects an inspiring tool that benefits all.
The three important elements of Sustainability
at Wulff are happy Wulff employees, a sus-
tainable supply chain and a carbon-neutral
Wulff. The Sustainability theme is reviewed
annually at Wulff: internal and external audits,
and help from experts if necessary, are used
to ensure that practices and development
trends also serve Wulff’s strategy as the oper-
ating environment changes.
ENVIRONMENTAL RESPONSIBILITY
AND POSITIVE CLIMATE ACTIONS
Wulff’s targets regarding carbon-neutrality
and a sustainable supply chain are strong
statements for positive climate actions and
environmental responsibility. It is important to
know the carbon footprint of your own actions
and choices, decrease it, and compensate for
any emissions. However, acknowledging and
decreasing your carbon footprint is only the
first step. In its own operations and the product
selection it offers for its customers, Wulff aims
to create climate benefits with products,
services, or processes, or to turn the carbon
footprint into a carbon handprint.
MORE SUSTAINABLE CHOICES FOR
CUSTOMERS
We need information, indicators, guidance
and inspiration for more sustainable opera-
tions. Wulff has invested in collecting informa-
tion, creating indicators and communications.
As a customer of Wulff, more sustainable
operations are easy because customers get
extensive information about the impacts of
their choices on the world and suggestions
for making your operations and actions more
sustainable.
Wulff has been praised on several occasions
for its detailed environmental reporting. For
example, CO
2
emissions burdening the envi-
ronment are monitored in Contract Customer
sales, by company and by company location.
Our environmental calculator counts the
operations’ carbon footprint and indicates
how much offset CO
2
emissions are created.
Customer-specific CO
2
emissions reports
have been part of Wulff’s Contract Customer
sales’ standard reporting in Finland for a long
time. Customers are also actively steered to-
wards low-emission operations by optimising
the number of deliveries they receive.
The delivery options used are environmentally
friendly and carbon-neutral. Deliveries with
no carbon dioxide emissions are executed
in Finland through the Posti Green service.
Decreasing and calculating CO
2
emis-
sions is realised using Posti’s environmental
CERTIFIED IN-HOUSE
ACTIVITIES
Our latest environmental
certification is WWF Green Office.
It shows that all Wulff employees in
the Wulff House in Espoo, Finland,
work in an environmentally friendly
way and are constantly developing
their operations to become even
more responsible.
RESPONSIBLE
ACTIONS FOR THE
WORLD AND SOCIETY
A thriving ocean, a vibrant life
on Earth. Wulff's Christmas 2022
donation supported the John
Nurminen Foundation's efforts
to save the Baltic Sea and its
heritage.
SUPPORTING OUR CUSTOMERS’
SUSTAINABILITY EFFORTS
The more Wulffians meet customers, the more we increase awareness
of more responsible options. Every year we have up to 200 000
encounters with our customers - all opportunities to make a difference!
22 Wulff Annual Report 2022
programme, and the remaining emissions are
compensated by funding certified climate
projects in countries with no emission ceilings.
CARBONNEUTRAL SUPPLY CHAIN
In the supply chain: in import transportation,
storage, customer deliveries and recycling
and returns, environmentally friendly, car-
bon-neutral alternatives are used whenever
possible. Any remaining emissions are
compensated by financing certified climate
projects. During 2022, Wulff unified its
transport partner practices in Finland and
invested even more than before in more
accurate emissions calculation and analysis
of its own operations. In early 2023, an even
more detailed plan will be completed to re-
duce real emissions and develop operations
towards enabling a carbon handprint.
All packaging material used in shipping
goods are recyclable or can be utilised as
energy. Cardboard boxes, packaging tape,
packing rims, stretch wrap and pallet hoods,
as well as filler paper, have all been select-
ed for their recyclability or environmentally
friendly disposal.
RECYCLING IS SUCCESFUL,
WHEN IT'S MADE EASY
Wulff actively provides different recycling
options for its customers – for example,
recycling containers and the Wulff Eko-Bag.
The recycling of used toner cartridges, soft
drink bottles, batteries, and waste electrical
and electronic equipment (WEEE) is quick
and easy thanks to returnable collection
containers. Workplace products made of
different materials can easily be sent out for
sorting and reuse in the Wulff Eko-Bag. As the
container or bag is starting to fill up, you order
a collection from Posti, and the products will
be processed further for recycling. In Contract
more environmentally friendly vehicles is thus
continuously increasing. The emission limits for
new cars have been decreased significantly.
In addition, we provide our employees with
the opportunity to select an environmen-
tally friendly gas car as their vehicle. Wulff
employees are also encouraged to commute,
and those working in the offices are advised
to go to lunch or the train station by bicycle
or on foot to be able to take in the beauty
of nature— a little exercise break also works
wonders for the mind and body!
The increase in remote meetings has cut
the kilometres driven, and the coronavirus
pandemic accelerated the transformation
where in-person meetings can also be an
Customer sales, the sustainability percentage
of customers’ purchases is monitored and
discussed with Wulff’s key account manager.
Customers of the wulffinkulma.fi online store
that is open to everyone are encouraged to
make better choices with the sustainability
indicator in the shopping basket. In both
personal and online encounters, Wulff steers
customers towards better choices. Better
choices can be environmentally friendly, eth-
ically made, certified, domestic and locally
manufactured products.
WE’RE RAISING AWARENESS OF
MORE SUSTAINABLE ALTERNATIVES
The more customers our Wulff employees
meet, the more we succeed in increasing the
amount of information on sustainable options
in the world. By taking care of the environ-
ment, we also create the preconditions for
people and our company to succeed in the
future.
The operation of road vehicles constitutes part
of the Wulff carbon footprint. The job of many
Wulff employees requires meeting customers
in different corners of the country, sometimes
far away. At Wulff House in Kilo, Espoo, we
have electric vehicle charging stations that are
available for our personnel and customers to
use. The car policy of Wulff Group includes
renewing our fleet to limit vehicles that burden
the environment to a minimum. Some of the
fleet is renewed every year. The number of
Supply chain emissions/ kg CO
2
e
(Wulff Oy, Wulff Solutions and Wulff Naxor/Finland)
0
50000
100000
150000
200000
250000
300000
350000
400000
450000
500000
2021 2022
Toimitusketjun kokonaispäästöt Kompensoitu toimitusketjussa Kompensoitavaa Wulff
The amount of emissions caused by the supply chain has been successfully reduced, and the
supply chain emissions that need to be compensated by Wulff has also been decreasing.
Carbon-neutral supply chain 2022
In Finland, Wulff achieved a carbon-neutral supply chain in 2022. The most important
thing is to reduce overall emissions. Any remaining emissions will be compensated
for either within the supply chain or by Wulff. In 2022, Wulff had 57 749 kg CO
2
e of
emissions that needed to be offset.
2021
153 824 kg CO
2
e
2022
57 749 kg CO
2
e
Requiring Wulff offset
Compensated for in
supply chain
Total supply chain emissions
Wulff Annual Report 2022 23
experiential online encounter. Teams, Zoom
and Google Meets meetings will also be part
of Wulff employees’ daily life in the future.
AIMING FOR THE MOST
SUSTAINABLE PRODUCT RANGE IN
THE INDUSTRY
Many of our customers who purchase
workplace products from Wulff have noticed
that sustainable products are good for the
environment and the budget. Wulff’s selec-
tion of sustainable products is increasing
continuously. When selecting partners, we
prefer companies committed to sustainable
development, improving the environment
and ethical operations. In particular, we are
adding products to our selection in which
environmentally friendly raw materials and
production have been used.
We refined and strengthened our own ethical
partner guidelines in 2021 and have updated
the contracts with our partners during 2022.
Commitment to our ethical guidelines is
verified by a signed contract. In addition to
environmental impacts, the guidelines take a
stand on bribery and human rights.
CARBONNEUTRAL OFFICES
In its own operations, Wulff is actively
decreasing the emissions, consumption and
waste created in its operations. Wulff has
achieved the carbon neutrality target for its
own offices. All Wulff-owned properties in
all its countries of operation generate energy
from rooftop solar power plants. For example,
Wulff House in Kilo, Espoo, has a capacity
of 110 kWp and a total annual production
of approx. 90 MWh. Solar energy is green
energy at its best, because its production is
noise-free, inexhaustible, and almost pollu-
tion-free.
Wulff was among the first to start using solar
panels in Finland at both its headquarters in
Espoo and its logistics centre in Pakkasraitti,
Tuusula. By investing in its own solar power
plants that generate renewable energy,
Wulff as a company can improve its energy
efficiency and decrease carbon dioxide
emissions for its part.
The emissions remaining from our own oper-
ations are compensated. Planting forests is
one of the most effective ways of increasing
carbon sinks in the world, and Wulff people
are planting trees in North Savo and other
regions.
With all its stakeholders, Wulff promotes
sustainable operations in all its operations,
always taking into account environmental
responsibility. On a national level, Wulff is
already the industry’s most environmentally
friendly operator in Finland. Its operations
have been standardised with the ISO 14001
certification.
1400000
1450000
1500000
1550000
1600000
1650000
2021 2022
2021 2022
Energy consumption of facilities in Finland / kWh
Carbon footprint of facilities 0 kg CO
2
e in 2022
Wulff-varasto Tuusula
Wulff-talo Espoo Kilo
Wulffinkulma Helsinki
Wulffinkulma Turku
Wulffinkulma Lahti
Wulff-varasto Tuusula
Wulff-talo Espoo Kilo
Wulffinkulma Helsinki
Wulffinkulma Turku
Wulffinkulma Lahti
Wulff-varasto Tuusula
Wulff-talo Espoo Kilo
Wulffinkulma Helsinki
Wulffinkulma Turku
Wulffinkulma Lahti
Wulff-varasto Tuusula
Wulff-talo Espoo Kilo
Wulffinkulma Helsinki
Wulffinkulma Turku
Wulffinkulma Lahti
Wulff-varasto Tuusula
Wulff-talo Espoo Kilo
Wulffinkulma Helsinki
Wulffinkulma Turku
Wulffinkulma Lahti
Energy consumption in Finland has been significantly reduced thanks to solar power plants in buildings and
measures to reduce energy consumption. Today, Wulff's facilities in all its countries of operation have solar power
plants. The aim is to operate as energy-efficiently as possible. The solar power plants enable Wulff to produce a
large part of its energy itself.
Finland, Wulff's facilities in Espoo and Tuusula both use their own solar power plants. The energy used is 100%
renewable also in the rental properties in Wulffinkulma's stores. In 2022, Wulff achieved its goal of carbon-neutral
locations.
2021
189 874 kg CO
2
e
2022
0 kg CO
2
e
Wulff
Warehouse Tuusula
Wulff House Espoo Kilo
24 Wulff Annual Report 2022
Humans represent
only about 0.01% of
life on Earth but can
affect 100% of life
on this planet.
That's why every
choice counts,
whether it's a pen, a
coffee or a trade fair
partner.
Wulff Annual Report 2022 25
EQUALITY WULFF
Equality and leadership is at the heart of so-
cial responsibility at Wulff. When we succeed
in making the world a more equal place, and
when we increase equality and decrease in-
equality, we create more positive experiences
for people.
The objective of Wulff is to provide an
opportunity for meaningful work. That is why
discussions on what makes work meaningful
are important and encouraged. To truly share
the same values, the values of the company
and the people must meet at a sufficient level.
An employee who feels well and healthy
is any company’s most precious asset. We
track the wellbeing and satisfaction at work
of Wulff employees with an annual employee
survey. Wulff employees actively respond to
the survey. The job satisfaction in the Group
has remained at a high level and some of its
aspects have also developed positively.
For Wulff, good leadership means a culture of
servant leadership, human and individual-cen-
tred leadership as well as self-leadership. In
2022, Wulff placed particular emphasis on
coaching thought leadership and methods
for becoming an agent of change. A strong
common culture is built one encounter and
one conversation at a time. 2022 has been a
year of building and strengthening the culture
of Wulff, following major acquisitions in
preceding years.
CREATING AN INCLUSIVE
ENVIRONMENT FOR ALL EMPLOYEES
Wulff employs different kinds of people with
diverse educational and work experience
backgrounds. Some are starting out on their
career, and some have a long career behind
them. Every employee’s need for personal
coaching is evaluated separately.
Every year, Wulff employees hone their skills
by attending training and coaching sessions
for an average of 11 days. Sales is experi-
enced as a field accessible to anyone, equal-
ly, where you can influence your work greatly,
and opportunities for advancing in your
career are expansive. Wulff has received
a lot of praise from students, educational
institutions, interns and employment centres,
because it offers opportunities to learn work-
ing life skills in practice with Wulff employees
in real work and customer situations.
Maintaining and developing working life
skills, commanding basic skills and taking
into account the growing number of inca-
pacitated people with limited working ability
is important. Wulff therefore also provides
opportunities for those considering a new
job, as well as those in work trials, training
and rehabilitation. We provide people from
different backgrounds and even in challeng-
ing life situations with an opportunity to get
positive experiences of being part of a work
community.
Entrepreneurship is becoming more com-
mon and organisations, including Wulff, are
increasingly buying targeted expertise and,
for example, project-specific knowhow from
expert entrepreneurs. Wulff’s goal is to be the
most recommended and responsible partner
also, for example, for light entrepreneurs who
provide services to Wulff. Partner satisfaction
with Wulff is measured in an annual survey.
A SOCIAL CHANGEMAKER
Wulff is actively committed to bettering our
society operator. Every year, Wulff supports
charity projects that have a positive effect on
the climate, increase equality or are otherwise
in line with Wulff’s values and strategy—mak-
ing an impact on the overall appreciation
of the sales field or encouraging healthy
lifestyles, among other important outcomes.
Wulff encourages its own employees to give
their time to do good: Wulff 4H means that
every Wulff employee can spend four hours
of their working time each year on volunteer
work that they consider important. Many at
Wulff choose to do 4H activities that are pos-
itive climate actions or projects that promote
equality or human dignity.
PERFORMANCE IS RESPONSIBILITY
The Group’s financial success enables oper-
ational success in line with sustainable and
responsible development. Wulff’s objective in
all its operating countries is to create value for
its stakeholders: customers, suppliers and em-
ployees. For its shareholders, Wulff produces
value in the form of dividends and increases
in value, for example. Wulff’s objective is to
share approximately 50% of the financial
year’s profit as dividend. The Board has
proposed to the Annual General Meeting to
be held on 05/04/2023 that a dividend of
EUR 0.14 per share be paid for the financial
year 2022.
Financial success enables the development of a responsible and
sustainable business.
26 Wulff Annual Report 2022
Wulff Annual Report 2022 27
A CAREER AT WULFF IS A THRIVING CAREER IN
SALES
Wulff offers its employees good opportunities to grow and
develop in their own work. For example, most of the subsidiar-
ies’ managing directors have started their careers in sales. As
a Nordic company, Wulff also offers a possibility to create an
international career. Wulff is in many ways an equal employer:
it employs people of all ages, and with various educational
and work experience backgrounds. While many companies
focus their business operations in the Helsinki metropolitan
area or significant growth centres, Wulff can offer vacan-
cies in numerous locations around its operating countries. To
strengthen organic sales growth, the Group focuses strongly
on the recruitment of sales personnel. Wulff seeks to hire new
specialist sales personnel in all its operating countries.
Wulff is largely a sales company, and selling is an equal job
that is suitable for many different people, regardless of age
or gender. Between January and December 2022, Wulff
Group’s personnel totalled an average of 286 (248) employ-
ees. At the end of December 2022, the Group had 280 (278)
employees, of whom 72 (67) persons were employed in
Sweden, Norway or Denmark. The Group’s personnel consists
of 41% (45) of employees in sales operations, and 59% (55)
in sales support, logistics and administration. 52% (51) of the
personnel are women and 48% (49) are men.
The increase in the share of sales support, logistics services
and administration has been driven by the development of
the company's logistics operations. In Finland, the logistics of
contract customer sales has long been handled by Posti as a
logistics partner. With the acquisition of Staples in spring 2021,
Wulff in Finland has its own logistics centre in Tuusula, in addi-
tion to Posti's service. The modern, largely automated logistics
centre employs around 30 Wulff logistics professionals.
•Sales support 59%
•Sales 41%
•Under 30 year old 9%
•30-35 year old 10%
•36-40 year old 11%
•41-50 year old 26%
•51-60 year old 31 %
•Over 60 year old 11 %
•Women 52%
•Men 48%
•Finland 75%
•Sweden 20%
•Norway 5%
Sales/
administration
and logistics
Age
Gender
Personnel
by
countries
28 Wulff Annual Report 2022
BOARD AND MANAGEMENT | Board
Substantial experience and education:
• InHunt Group Oy, Partner/Headhunter since 2012
• Securitas Direct Oy, Sales Director 2004–2004
• Leo Longlife Group Ltd, Sales Director 1991–2004
• Qualification in Business and Administration
Positions of trust:
• FinHunt Oy, only Board Member since 2022
• InHunt Boards Oy, only Board Member since 2020
• Wulff Group Plc, Chairman of the Board since 2019
• Wulff Group Plc, Board Member since 2018
• InHunt World Oy, Board Member since 2017
• InHunt Group Oy, CEO and Board Member since 2014
• GT Design Oy, CEO, Chairman of the Board 2004–2011
Wulff ownership as of December 31, 2022: 14,699 Wulff shares representing 0.2% of the
company’s shares and votes.
Substantial experience and education:
• Suomen Vaihtoauto Oy, CEO, since 2020
• PwC, Trainee since 2019–2020
• JOOL Group, Trainee 2019–2019
• PYN Fund Management, Trainee 2017–2017
• Aalto University, Master of Science in Business Administration, Finance, since 2019
• Aalto University, Bachelor of Science in Business Administration, Finance, 2016-2019
Positions of trust:
• Wulff Group Plc, Board Member since 2018
Wulff ownership as of December 31, 2022: 31,270 Wulff shares representing 0.5% of the
company’s shares and votes.
JUSSI VIENOLA s. 1995
Board Member, Responsibilities: Finance
KRISTINA VIENOLA s. 1996
Board Member, Responsibilities: Communications and Marketing
Substantial experience and education:
• Google LLC, Account Manager since 2022
• Leadfeeder, Business Development Specialist since 2021-2022
• Azets Oy, Customer Success Trainee since 2019-2021
• Turku School of Economics at the University of Turku, Marketing, 2021
Positions of trust:
• Wulff Group Plc, Board Member since 2018
Wulff ownership as of December 31, 2022: 31,748 Wulff shares representing 0.5% of the
company’s shares and votes.
Substantial experience and education:
• Laitilan Wirvoitusjuomatehdas Oy, CEO since 2022
• VR Group, CEO 2021-2022
• Lidl Suomi Ky, CEO, 2010–2019, Administration Director 2008–2010, Regional Director 2003–2008,
Auditing Manager 2002–2003, Business Controlling Manager 2001–2002
• Yritys-Sampo Insurance (IF), Business Controller, Marketing Manager 1998–2001
• University of Jyväskylä, M.Sc. (Econ), Accounting and marketing 1998
• Wirtschaftsakademie Schleswig-Holstein, Industrie- und Außenhandelsassistent, Groß- und Außenhandelskaufmann, Kiel 1993
Positions of trust:
• Wulff Group Plc, Board Member since 2020
• CAP-Group Oy, Chairman of the Board since 2020
• Repolar Pharmaseuticals Oy, Board Member since 2006
• Deutsch-Finnische Handelskammer DFHK, Board Member since 2021
• Kaupan Liitto, Finnish Commerce Federation, Board Member 2015–2019
• PTY Finnish Grocery Trade Association, Board Vice Chairman 2011–2019
Wulff ownership as of December 31, 2022: 20,000 Wulff shares respresenting 0.3% of the
company's shares and votes.
LAURI SIPPONEN s. 1969
Board Member, Responsibilities: Business Development
KARI JUUTILAINEN s. 1966
Chairman of the Board, Responsibilities: Sales Development and management coaching
Wulff Annual Report 2022 29
BOARD AND MANAGEMENT | Group executive board
ELINA RAHKONEN b. 1979
Wulff Group Plc CEO, Chairman of the Executive Board
Responsibilities: Wulff Group Plc’s CEO
Substantial experience and education:
• Wulff Group Plc CEO since 2019
• Ahlsell Ltd CFO 2017–2018
• Wulff Group Plc CFO 2014–2017 and interim CEO 2016–2017
• Deloitte & Touche Ltd auditor (APA) 2011–2014
• Other financial management functions 2002–2011
• Aallon Group Ltd CEO 2018–2019
• Master of Science in Economics
Positions of trust:
• Kreate Group Oyj, Board Member since 2020
• Wulff Group Plc, Executive Board Member since 2019
Wulff ownership as of December 31, 2022: 40,000 Wulff shares
representing 0.6% of the company’s shares and votes.
Substantial experience and education:
• Wulff Group Plc, Communications and Marketing Director since 2009
• Wulff Group Plc, Communications Manager/Brand Manager since 2002-2009
• Vista Communication Instruments Ltd, Office Manager 2001–2002
• Previta Ltd, Communications Manager 2000–2001
• Beltton Group, Brand Manager 1999–2000
• Specialist Qualification in Marketing Communications 2013
• NLP Trainer, NLP Coach, CxO Certified Business Mentor
Positions of trust:
• Stepfamily Association of Finland, Board Member since 2021
• Era Nova Bookshop Oy, Chairman of the Board since 2018
• Wulff Group Plc, Executive Board Member since 2009
• Finnish NLP Association, Board Member 2007-2018, Chairman of the
Board since 2018-2021, Board Member since 2021
Wulff ownership as of December 31, 2022: 1,600 Wulff shares
representing 0.0% of the company’s shares and votes.
TARJA TÖRMÄNEN b. 1974
Communications and Marketing Director, Executive Board Member
Responsibilities: Communications, Marketing and HR as well as their development
Substantial experience and education:
• Wulff Supplies AB, Managing Director since 2009
• Strålfors, various positions 1998–2009,
Scandinavian Director in Supplies business area 2006–2009
• Strålfors Norway, Managing Director 2002–2006
• 3M, Sales and Marketing Manager 1986–1998
Positions of trust:
• Wulff Group Plc, Executive Board Member since 2011
• Member of Management Group in Supplies business area 2006–2009
Wulff ownership as of December 31, 2022: 0 shares.
TROND FIKSEAUNET b. 1963
Wulff Supplies AB’s Managing Director,Executive Board Member
Responsibilities: Wulff Supplies AB’s management, development of
Scandinavia’s Contract Customer operations
Substantial experience and education:
• Wulff Group Plc, Head of Expertise Sales Scandinavia since 2012
• Beltton Svenska AB, Managing Director since 1997
• Beltton Svenska, Country Manager 1993–1998
• Liftpoolen AB, Managing Director and Partner 1990–1993
Positions of trust:
• Wulff Group Plc, Executive Board Member since 2004
Wulff ownership as of December 31, 2022: 69,018 Wulff shares
representing 1.0% of the company’s shares and votes.
VEIJO ÅGERFALK b. 1959
Wulff Beltton Managing Director, Executive Board Member
Responsibilities: Expertise Sales Scandinavia and its development
ATTE AILIO b. 1977
Wulff Group Plc Chief Financial Officer (CFO), Executive Board Member
Responsibilities: Finance, Investor Communications, Secretary of the Board of Directors
Substantial experience and education:
• Wulff Group Plc, CFO since 2022
• Stark Suomi Oy, CFO 2017–2021
• Empower AB, CFO 2016–2017
• Metsä Group
•Metsä Wood, CFO 2011–2016
•Metsä Group Treasury Oy, Head of Market Operations 2006–2011
• Master of Science in Economics
Positions of trust:
• Executive Board Member since 2022
Wulff ownership as of 31.12.2022: 0 shares.
Substantial experience and education:
• Wulff Entre Ltd, CEO since 2022
• Wulff Entre Ltd, Chief Operating Officer 2021-2021
• Management Events International Ltd, different positions as sales,
management and leadership positions 2001-2020
• IBM Learning Services, Sales Development Project, Sales Specialist 2001
• MBA Student since 2021-
• BBA in International Business
Positions of trust:
• Wulff Group Plc Executive Board member since 2022
• Management Events International Ltd,
Executive Board Member 2001-2020
Wulff ownership as of June 1, 2022: 0 shares
SAMI HOKKANEN b. 1976
Wulff Entre CEO, Executive Board Member
Responsibilities: Wulff Entre Ltd, Leadership and Management, Sales and R&D
30 Wulff Annual Report 2022
CORPORATE GOVERNANCE STATEMENT
Wulff Group Plc is a Nordic listed company
and the most significant Nordic player in
office supplies. Wulff sells and markets work-
place products, IT supplies and ergonomics.
Its service range also includes international
exhibition services and financial management
services. In addition to Finland, Wulff operates
in Sweden, Norway and Denmark. The
Group also serves its customers online with a
webshop for workplace products at wulffinkul-
ma.fi.
Wulff Group Plc’s corporate governance is
based on Finnish legislation, such as the Limit-
ed Liability Companies Act, Securities Market
Act, the regulations concerning the companies
in the Helsinki Stock Exchange, and regu-
lations regarding corporate governance of
public listed companies, as well as the Articles
of Association. Wulff Group Plc adheres
also to the Securities Market Association’s
Finnish Corporate Governance Code which
is publicly available on the Securities Market
Association’s web pages (cgfinland.fi). The
current Articles of Association are available
on the Group’s website wulff.fi. The Corporate
Governance Code is based on a Comply or
Explain principle which means that a compa-
ny can deviate from individual guidelines if it
explains and gives reasons for the deviation.
The entire document describing the Group’s
corporate governance principles and
practices is available on the Group’s investor
pages (wulff.fi). This Corporate Governance
Statement is presented separately from the
Review of the Board of Directors.
GENERAL MEETING
Wulff Group’s highest decision-making power
is exercised by shareholders at the general
meeting held at least once a year. The Annual
General Meeting (AGM) is held annually on
a date determined by the Board of Directors
within six months of the end of the financial
period either in the company’s domicile, Hel-
sinki, or in Espoo. Shareholders may exercise
their rights to speak, request information and
vote.
Shareholders are invited to general meetings
by publishing a notice at Wulff’s corporate
website. The notice and instructions for par-
ticipating in the meeting are also published
as a stock exchange release. The Board’s
proposed agenda as well as the proposed
Board Members and auditors are announced
in the notice or in a separate stock exchange
release before the general meeting.
The Annual General Meeting handles the
tasks pertaining to it according to the Limited
Liability Companies Act and Wulff Group’s
Articles of Association, which include:
• adopting the income statement and
balance sheet
• handling the profit or loss according to
the adopted balance sheet, dividend
distribution
• discharging the Members of the Board of
Directors and the CEO from liability
• determining the number of Board Mem-
bers and appointing members for one
year at a time
• electing auditors
• determining the fees of Board Members
and auditors, as well as the criteria for
reimbursement of travel expenses
• remuneration policy and the approval of
the remuneration report
• other matters mentioned in the notice of the
meeting.
The Annual General Meeting is also author-
ised to amend the Articles of Association. An
Extraordinary General Meeting is summoned,
if required, by the Board of Directors.
In 2022, Wulff Group Plc’s Annual General
Meeting was held on April 8. The Annual
General Meeting adopted the financial
statements for the financial year 2021 and
discharged the Members of the Board of
Directors and CEO from liability. The AGM
decided to pay a dividend of EUR 0.13 per
share and authorised the Board of Directors
to decide on the repurchase of the company’s
own shares. The Annual General Meeting
also accepted the Board’s proposal con-
cerning the authorisation to perform share
issues. The AGM also approved the remu-
neration report for 2021. Kari Juutilainen,
Lauri Sipponen, Jussi Vienola, and Kristina
Vienola were re-elected as Board Members.
The organising meeting of Wulff Group Plc’s
Board of Directors, held after the Annual
General Meeting, decided that the Chairman
of the Board is Kari Juutilainen. BDO Oy, with
Authorized Public Accountant Juha Selänne as
the lead audit partner, was chosen as the au-
ditor of Wulff Group Plc. The Annual General
Meeting decided that the reimbursements to
the Auditors are paid on the basis of reasona-
ble invoicing.
In 2023, Wulff Group Plc’s Annual General
Meeting will be held on April 5.
BOARD OF DIRECTORS
The Board of Directors is responsible for
the administration and the proper organisa-
tion of the operations of the company. The
Board supervises and controls the operative
management of the company, appoints and
dismisses the managing director, approves
the strategic goals and the risk management
principles for the company and ensures the
proper operation of the management system.
The Annual General Meeting elects three to
Wulff Annual Report 2022 31
six members to the Board of Directors and at
most as many deputy members. The Board’s
term ends at the termination of the first Annual
General Meeting following the election. In
the organising meeting held after the AGM,
the Board elects a Chairperson among its
members. If the Chairperson is disqualified or
prevented from attending to his/her duties, a
Deputy Chairperson is elected among Board
Members for the duration of a meeting.
The Board of Directors supervises the man-
agement of company operations, adminis-
tration and accounting. It annually confirms
a written charter for its activities, which it
complies with in addition to the Articles of
Association, Finnish legislation and other
regulations. The charter lays out the Board’s
meeting procedures and tasks. According to
the Board’s charter, in addition to the issues
specified in legislation and the Articles of
Association, Wulff Group’s Board of Directors:
• approves the company’s long-term goals
and strategy
• approves the company’s action plan,
budget and financing plan and supervises
their implementation
• handles and adopts interim and half-year
reports and the financial statements
• decides on individual big and strategically
significant investments, such as company
acquisitions and acquisitions and disposals
of business operations
• preparation and presentation of the remu-
neration policy and report at the Annual
General Meeting
• appoints the CEO and decides on his/her
salaries and other remuneration
• approves risk management and reporting
procedures
• draws up the dividend policy
• sets up committees, if needed, to enhance
Board work
• appoints the Group Executive Board
• supervises auditing
• assesses the auditor’s independence and
additional auditing services.
Wulff Group’s Annual General Meeting held
on April 8, 2022 elected four members to the
Board of Directors.
In the preparation of the proposal for the
composition of the Board of Directors, the
requirements placed by the company’s strat-
egy, operations and development phase as
well as the sufficient diversity of the Board of
Directors are taken into account. The diversity
of the Board of Directors is examined from
different perspectives. Important factors for
the company are academic and professional
backgrounds as well as strong, versatile and
mutually complementary expertise, experi-
ence and knowledge in the different business
areas important to the company, interna-
tionality, independence of the company, an
appropriate number of members, and the age
and gender distribution. The Board must have
sufficient economic and financial knowledge
and management, marketing, and sales
expertise.
In 2022, Wulff Group Plc’s Board of Directors
fulfilled the principles concerning diversity and
expertise taking into consideration the com-
pany’s strategy and the market and business
environment as well as development projects.
The focus of the strategy is customer experi-
ence, sales expertise and operating through
multiple channels. Important strategic projects
are taking advantage of digitalization, sup-
porting sales with marketing communications,
development of product and service portfolio
especially with environmentally sustainable
solutions and enhancing personnel’s expertise.
Especially important for the Board of Directors
is developing the sales management accord-
ing to the company’s growth strategy.
The company’s target is that both genders
are represented on the Board of Directors.
Currently, one of the four Board Members is
a female, which means that the company's
goal concerning the representation of both
genders has been fulfilled. In the selection and
evaluation process of new Board Members,
the primary criterion is the qualifications of
the individual and the possibility to devote a
sufficient amount of time to the work, thus both
genders are taken into consideration equally.
The majority of Board Members must be
independent of the company. In addition,
at least two of the members in this majority
must be independent of the company’s major
shareholders. The independence is evaluat-
ed in compliance with recommendations of
the Finnish Corporate Governance Code.
The Members of the Board of Directors own
shares of the company. The Chairman of the
Board of Directors (since April 9, 2019) Kari
Juutilainen owned 0.2%, and Members of
the Board Jussi Vienola and Kristina Vieno-
la owned 0.5% each and Lauri Sipponen
owned 0.3% of the outstanding shares on
31.12.2022. Considering the portion of the
shareholding the dependence of the compa-
ny is considered insignificant. The Members of
the Board were not employed by the compa-
ny in 2022 or 2021. According to the Board's
assessment, the Members of the Board were
independent of the company and significant
shareholders in 2022 and 2021.
Due to the Group’s small size, setting up
Board committees or a supervisory board has
not been considered necessary. The entire
Board of Directors has handled all its tasks.
The Board of Directors convenes on average
once a month during the financial year and
more often if needed. The Chairman of the
Board is responsible for convening meetings
and for meeting activities. The meeting agen-
da is prepared by the CEO together with the
Secretary of the Board.
Wulff Group Plc’s Board of Directors convened
15 times (17) in 2022. The average meeting
attendance of the Board Members was 98
percent (96). The Chairman of the Board Kari
Juutilainen an Board Members Jussi Vienola
and Lauri Sipponen attended all meetings.
Board Member Kristina Vienola attended 14
meetings. At its organising meeting the Board
approved the charter and action plan for 2022
and evaluated the independence of its mem-
bers. According to the meeting plan for 2023,
the Board of Directors will convene 11 times.
The Board carries out annual assessments of
its operations and working styles based on a
self-evaluation form. Based on the assesment,
which was carried out in writing, Board work
was successfull in 2022.
More information on Board Members and
32 Wulff Annual Report 2022
their Wulff shareholdings is presented in
Board and Management.
CEO
The Board appoints the Chief Executive
Officer (CEO) who supervises the company’s
operational management in accordance with
the Limited Liability Companies Act with the
instructions and guidelines provided by the
Board. The CEO ensures that the account-
ing practices of the Group comply with the
law and that the financial management of
the group has been arranged in a reliable
manner. The CEO ensures that the Board has
sufficient information to assess the company’s
operations and financial situation. The CEO
is responsible for the accomplishment of the
Board’s decisions and reports the results to the
Board.
The CEO may undertake acts which, consid-
ering the scope and nature of the operations
of the company, are unusual or extensive, only
with the authorisation of the Board.
The CEO of the parent company Wulff Group
Plc also acts as the Chairman of the Group
Executive Board.
Elina Rahkonen started as the Wulff Group
Plc’s CEO on September 30, 2019.
GROUP EXECUTIVE BOARD
The Group Executive Board led by the Group
CEO is responsible for the Group’s opera-
tions in practice. The Group Executive Board
convenes regularly to analyse and evaluate
the financial and business performance as
well as the key development initiatives of the
segments. The management team has no
official statutory position but, in practice, it
has a significant role in the organisation of the
company management. Based on the CEO’s
proposal, the Board of Directors confirms
the composition and new nominations to the
Group Executive Board.
The Managing Directors of subsidiaries are
in charge of the business operations in each
subsidiary. Significant decisions, such as sig-
nificant investments, are subject to the Group
CEO’s approval. Each subsidiary has its own
financial administration, while the Group’s
Chief Financial Officer has responsibility of
group-wide financial administration.
More information on Group Executive Board
Members, their responsibilities, and their Wulff
shareholdings is presented in the section
Board and Management.
REMUNERATION
Board of Directors
According to the company’s Articles of Associ-
ation, the Annual General Meeting determines
the remuneration of the Board Members on a
proposal from the Board of Directors. A fixed,
monthly fee of EUR 1,250 resolved by the An-
nual General Meeting is paid to the Chairman
and Board Members.
These Board Members are not rewarded by
share-based remuneration plans or in any
other way. The Group has not granted loans,
guarantees or other contingencies to the Board
Members. A summary of the remuneration of
the Board of Directors is presented in Note 25
of the Consolidated Financial Statements and
in the table presented.
According to the authorization granted by
the Annual General Meeting on April 8,
2022, the Board of Directors has the right to
continue the repurchase of the company’s
own shares by acquiring at most 300,000
own shares. The authorisation is in force until
April 30, 2023. According to the authori-
zation the company can acquire treasury
shares to support the implementation of an
incentive scheme or to be otherwise disposed
of. During the last quarter of 2022, between
October 26 and November 29, Wulff
Group Plc repurchased 66,812 shares at the
market price quoted through public trading on
Nasdaq Helsinki Ltd, in accordance with the
rules regarding the acquisition of company’s
own shares. The acquired shares are intended
to be used to finance acquisitions and other
arrangements according to the company´s
growth strategy. In January-December 2021
no own shares were reacquired.
CEO
The Board prepares a proposal and deter-
mines the Group CEO’s remuneration and
other contractual issues.
On February 22, 2021 The Board of Directors
decided on a short- and long-term incentive
scheme for the Group CEO. The programme
aims to promote the implementation of the
company’s strategy and its long-term profita-
bility. The Board of Directors decided that the
CEO is entitled to a short-term incentive for
2021, depending on the development of the
adjusted operating profit and share price in
2021. The maximum amount of the remuner-
ation is 10,000 Wulff Group Plc shares. The
Board of Directors decided that the CEO is
entitled to a long-term incentive for the period
between January 1, 2021 and December 31,
2023, depending on the development of the
share price during the period in question and
the CEO’s shareholdings on December 31,
2023. The maximum amount of the remuner-
ation is 30,000 Wulff Group Plc shares. The
remuneration to be paid through the scheme
is equal to the value of a maximum of 40,000
shares in Wulff Group Plc (excluding indirect
wage costs). The fee will not be paid to the
CEO if the company or the CEO resignes
or terminates the CEO's contract berofe the
payment of the fee. On February 22, 2021 ,
the Board of Directors decided to issue 7,000
of the company’s own shares to the CEO as
remuneration for 2020. The transfer of the
shares is based on the authorisation given to
the Board of Directors by the Annual General
Meeting on 23 April 2020. On February 21,
2022, the Board of Directors decided to issue
10,000 of the company’s own shares to the
CEO in accordance with the short-term incen-
tive scheme decided on February 22, 2021.
They also decided that the CEO is entitled to
a short-term incentive for 2022, depending
on the development of the adjusted operating
profit and share price in 2022.
A part of the Group’s CEO’s benefits is a stat-
utory pension. The contract does not specify
a retirement age. No supplementary pension
benefits were agreed or paid.
Wulff Annual Report 2022 33
The Board appointed Elina Rahkonen as the
Wulff Group Plc CEO on September 17,
2019 and she started in her position on Sep-
tember 30, 2019. In 2022, the remuneration
of CEO Elina Rahkonen consisted of mone-
tary wages and fringe benefits of the amount
of EUR 210 thousand (168) and share-based
incentives of EUR 45 thousand (23). The
Group CEO’s service contract includes the
above-mentioned share-based incentive. The
Group CEO is entiled to the holiday pay and
possibly to a bonus scheme to be determined
later. The period of notice is three months
from the Group CEO side and six months from
the company’s side. In case the company
resigns the Group CEO contract unilaterally
the Group CEO is entitled to a severance
payment equal to three months salary.
Group Executive Board
The Group CEO prepares and determines
the contractual terms, salaries and possible
other benefits and incentives of the Group’s
Executive Board Members. The pay raises of
the Executive Board Members are approved
by the Chairman of the Board.
Remuneration of the Group Executive Board
consist of fixed monetary wages, fringe
benefits, additional pensions, annually-de-
termined performance-based bonuses
and possible share-based incentives. The
performance-based bonuses are determined
by the company’s financial performance
and the person’s individual goal-setting. The
Group does not have any option schemes
currently in force as a part of Group Executive
Board Members’ remuneration plan. On July
26, 2022 the Board of Directors decided to
establish a long-term share-based incentive
scheme for the CFO. The Board of Directors
decided that the CFO is entitled to a long-
term incentive for the period between
February 1, 2022 and December 31, 2025,
depending on the development of the share
price during the period in question. The max-
imum amount of the remuneration is 10,000
Wulff Group Plc shares.
Of the Executive Board Members, Tarja Törmä-
nen’s communication and marketing director
service is obtained as an outsourced service
and during 2022, the service costs amounted
to EUR 104 thousand (81). The outsourced
service is included in other operating expenses
and has been presented also in the Note for
Related Party transactions.
In 2022 and 2021, the Group Executive Board
consisted of Atte Ailio from February 1, 2022,
Elina Hanén until February 1, 2022, Sami
Hokkanen from June 1, 2022, Tarja Törmänen,
Tomi Hilvo until July 26, 2021, Trond Fikseaunet,
Veijo Ågerfalk, and CEO Elina Rahkonen.
The employment benefits presented in the table
above, include the above-mentioned employ-
ee benefits received by the Group CEO.
RISK MANAGEMENT, INTERNAL
CONTROL AND INTERNAL AUDIT
The Board of Directors is responsible for the
internal control and the Group CEO arranges
the management and supervision of internal
controls’ effectiveness in practice.
Ultimate responsibility for accounting, accura-
cy of the financial statements and supervision
of asset management is carried out by Wulff
Group’s Board of Directors. Business control
and supervision are carried out through a
group-wide reporting system. Each business
area’s and subsidiary’s net sales, sales mar-
gin, main expenses and operating profit with
comparison data are reported to the Board
each month. Additionally the Group CEO
presents an overview of the current situation
and future outlook based on weekly and
monthly analyses.
The segments’ financial reports and the
situation of the businesses’ key development
projects are on the agenda of the Group
Executive Board which convenes on a
tertiary basis. The subsidiaries’ own Boards
of Directors and management teams discuss
their own business issues which are taken also
to the Group Executive Board if those issues
have influence also on other group compa-
nies. The Group CEO and CFO analyse and
control each subsidiary’s and business area’s
SUMMARY OF BOARD MEMBERS’ BENEFITS TOTAL
EUR 1000 2022 2021
Board members' salaries and fees
Kari Juutilainen 4/2018- Chairman of the Board 4/2019- 15 15
Jussi Vienola 4/2018- 15 15
Kristina Vienola 4/2018- 15 15
Lauri Sipponen 4/2020- 15 15
Board members' benefits total
60 60
SUMMARY OF GROUP EXECUTIVE BOARD’S EMPLOYMENT BENEFITS
EUR 1000 2022 2021
Salaries and other short term 734 659
Fringe Benefits 31 22
Bonuses 60 60
Other long term remuneration, additional pension benefits 43 35
Share-based incentives 45 23
Group executvie board's employee benefits total
913 799
34 Wulff Annual Report 2022
operations, performance and financial status
regularly.
Wulff Group follows the risk management
policy devised by the Board of Direc-
tors, which determines the objectives and
responsibilities of risk management, as well
as the reporting procedures. The company’s
risk management supports the achievement
of strategic objectives and ensures business
continuity. The realisation of risk management
policies is controlled with internal audits
regularly and also external auditors supervise
the adequacy and effectiveness of the risk
management as a part of the audit proce-
dures related to Group’s governance.
Risk management is a part of Wulff Group’s
business operations management. Wulff’s risk
management is guided by legislation, busi-
ness objectives set by shareholders as well as
the expectations of customers, personnel and
other important stakeholders. The Group’s risk
management aims to systematically and ex-
tensively identify and understand any risks that
may prevent the achievement of the Group’s
business objectives, as well as to ensure
that risks are appropriately managed when
making business-related decisions. Threats to
business include risks related to changes in the
market and business acquisitions, IT risks, risks
related to the staff and its availability, as well
as factors related to the general economic
development and the company’s reputation.
Risks are classified into categories of strategic,
operational and market risks. The risk man-
agement process aims to identify and assess
risks and then plan and implement practical
measures to mitigate each risk. Possible
measures include, for example, avoiding the
risk, reducing it in different ways or transferring
it with insurance or agreements.
Wulff Group carries out annual risk surveys to
determine the main risks in terms of their signif-
icance and probability. The business unit lead-
ers are responsible for carrying out the surveys
and risk monitoring on which they report to
the Group Executive Board. Selected persons
are responsible for the monitoring of specific
issues within each risk category i.e. strategic,
operative or market risks. The Group has not set
up a separate organisation for risk manage-
ment. Instead, risk management is arranged in
compliance with the company’s other business
operations and organisation structure.
The main risks determined in the risk survey,
changes in the significance and probability of
the risks, as well as the persons responsible,
actions completed and results achieved are
reported to the Group’s Board of Directors
annually. Special attention is paid to any
possible new risks that are detected. More
information on risks and risk management is
presented in a separate section.
The goal of Wulff Group Plc’s internal audit is
to ensure that the Group’s internal processes
and operating methods are efficient and
correct taking into consideration significant
risks of the business operations. Internal audits
are carried out on the basis of an annually
prepared audit plan, which the Board of
Directors approves at the beginning of the
year. The Group’s internal auditor draws up
the plan, presents it to the Board of Directors
and reports on the implementation of the
measures. The internal auditor reports directly
to the Board of Directors.
EXTERNAL AUDIT
Based on the Articles of Association, Wulff
Group Plc shall have 1-2 auditors. If the Annu-
al General Meeting elects only one auditor
and if the auditor is not a firm of Authorised
Accountants, additionally one deputy auditor
shall be elected. Based on the Articles of
Association, the auditors are appointed
until further notice. BDO Oy, a company of
Authorized Public Accountants, with Authorized
Public Accountant Juha Selänne as the lead
audit partner, was chosen as the auditor of Wulff
Group Plc in 2017.
In addition to their statutory duties, the auditors
report their audit findings to the Chairman of
the Board when necessary, and at least once
a year to the Board of Directors.
The Annual General Meeting decides on the
auditors’ fees and the expense compensation
principles.
Based on the Board’s decision, auditors can
be paid reasonable fees for non-recurring
other service assignments. The total audit fees
for all Wulff Group companies were EUR 107
(107) thousand in 2022, of which EUR 46
thousand (46) were expenses other than audit
fees (please see Note 8 for further informa-
tion).
Following the corporate governance regula-
tions, the auditors do not own shares of Wulff
Group Plc or its subsidiaries.
INSIDER ADMINISTRATION
Wulff Group Plc complies with applicable
EU regulations, especially the Market Abuse
Regulation (EU 596/2016, “MAR”), and any
regulation and guidance given by the Euro-
pean Securities Markets Authority (“ESMA”).
Further, the company observes Finnish legis-
lation, especially the Securities Markets Act
(746/2012, as amended) and the Finnish Pe-
nal Code (39/1889, as amended), including
the insider and other guidelines of Nasdaq
Helsinki Ltd and the standards and guidance
of the Finnish Financial Supervisory Authority
(“FIN-FSA”) and other authorities.
Managers, according to the definition given
by MAR, include the Members of the Board
of Directors and Group Executive Board
Members. MAR requires that each manag-
er and his/her closely associated persons
notify the company and FIN-FSA of their
transactions in the financial instruments of or
linked to the company conducted on his/her
own account after a total of EUR 5 thousand
per calendar year has been reached. The
notifications shall be made promptly and no
later than three business days after the date
of transaction (T+3). Wulff will issue stock
exchange releases to disclose information on
transactions by managers and their closely
associated persons, as specified in MAR and
within two days of the receipt of the notifica-
tion, in accordance with the rules of the Stock
Exchange.
Wulff Annual Report 2022 35
Wulff no longer maintains a list of permanent
insiders. Instead, all persons involved with
insider projects will be listed as project-spe-
cific insiders. Project-specific lists will be
established and maintained for each project
or event constituting inside information, based
on a separate decision. All persons working
for Wulff, representatives of external entities,
stakeholders and authorities who have infor-
mation concerning an insider project or have
access to project-specific inside information,
as well as persons who are working for the
implementation of an insider project, will be
entered in a project-specific insider list. Per-
sons that belong to a project-specific list are
forbidden from trading with the company’s
financial instruments during an insider project.
Preparation of periodic disclosure (half-year
financial statements, interim reports, financial
statements bulletins) or regular access to un-
published financial information is not regard-
ed as an insider project. However, due to the
sensitive nature of unpublished information on
the company’s financial results, the persons
determined by the company, based on their
position or access rights, to have authorised
access to unpublished financial result informa-
tion are added to a list of Financial Informa-
tion Recipients.
Wulff applies an absolute trading prohibi-
tion (a ‘closed window’ principle) during a
period beginning 30 calendar days before
the announcement of each of the periodic
financial reports and the year-end report (the
financial statements bulletin) and ending at the
end of the trading day following the day of
publication of such a report. At the minimum,
a closed period commences at the end of
the reporting period in question. The closed
window principle applies to the managers
(as defined by MAR) as well as the Financial
Information Recipients.
The person in charge of Wulff’s insider register
is the CFO.
RELATED PARTY TRANSACTIONS
As part of the Group’s key management per-
sonnel, the Group’s related parties consist of
the Members of Board of Directors, members
of the Group Executive Board, and subsidi-
aries of Wulff Group Plc. The company does
not hold shares in affiliates or joint ventures.
Wulff Group Plc monitors transactions with its
related parties on a quarterly basis and on
the basis of related party's own announce-
ments. The company's financial management
is responsible for supervising and reporting
related party transactions to the Board
as needed. A related party transaction in
accordance with normal commercial terms
does not require a decision by the Board of
Directors to execute the related party transac-
tion. The nature and the terms of related party
transactions are assessed in relation to the
company's normal operations and commer-
cial terms. In making decisions concerning
related party transactions, the company en-
sures that potential conflicts of interest are duly
taken into account, and a potential related
party does not participate in decision-making
on significant related party transactions.
Related party transactions are reported as
required by the Companies Act and the
provisions on the preparation of financial
statements in the notes to the company's finan-
cial statements and, if necessary, in the report
of the Board of Directors and the interim and
half-year reports. In addition, the necessary
related party transactions are disclosed in
accordance with the Securities Markets Act
and the rules of the Exchange.
In 2022, related party transactions consisted
of normal, market-based business transac-
tions. Related party transactions have been
presented in Note 25 of the Consolidated
Financial Statements. The Group’s parent
company and subsidiary relationships have
been presented in Note 26.
COMMUNICATIONS
The Group publishes all its stock exchange
releases and other matters related to listed
companies’ disclosure requirements on its
website in Finnish and English. The Annual
Report is published in electronic format so that
it is equally available to all shareholders.
The Group’s stock exchange releases, Cor-
porate Governance principles and insider
information is available at the Group’s investor
page Board and corporate governance
(wulff.fi/en/investors).
Before the end of the year, the investors’
calendar with dates for the Group’s financial
reporting during the next calendar year is
published in a stock exchange release and
on the Group’s website. The Group applies
an absolute trading prohibition, a 30-day
‘closed window’ principle, during which the
company does not comment on questions
regarding its outlook and development and
during which insiders are prohibited from
trading with the Group’s financial instrument.
WULFF GROUP PLC’S REVIEW OF THE BOARD OF DIRECTORS
36 Wulff Annual Report 2022
Wulff Annual Report 2022 37
2022 IS A YEAR OF PROFITABLE GROWTH
WULFF GROUP BOARD OF
DIRECTORS:
It's wonderful to be able to thank a group
of skilled people and companies that have
made great and responsible choices in 2022:
Wulff employees, Wulff customers, and part-
ners. Year 2022 was a good year for growth
and responsibility development for Wulff.
We succeeded both in increasing our supply
to new product areas and developing the
selection to be even more responsible. We
also reached important responsibility goals
in 2022: all the properties we own in all our
operating countries now have their own solar
power plant. In addition the energy used is
100% renewable. In Finland, we achieved a
carbon-neutral supply chain by compensat-
ing all the emissions generated in the supply
chain.
WULFF GROUP PLC: FINANCIAL YEAR KEY FIGURES 1.1. 31.12.2021
• Net sales totalled EUR 102.2 million (90.4), increased by 13.0% (57.1)
• EBITDA was EUR 6.2 million (9.1), 6.1% of net sales (10.1) and comparable EBITDA was EUR
6.2 million (6.1), 6.1% of net sales (6.7)
• Operating profit (EBIT) was EUR 4.0 million (6.9) and comparable operating profit (EBIT) was
EUR 4.0 million (3.9). Comparable operating profit (EBIT) grew 2.7% (9.7)
• Earnings per share (EPS) were EUR 0.45 (0.87) and comparable earnings per share were EUR
0.45 (0.42)
• Equity-to-assets ratio was 40.5 % (38.1)
• The Board proposes to the Annual General Meeting to be held on April 5, 2023 that a divi-
dend of EUR 0.14 per share to be paid
• Wulff estimates that net sales and comparable operating profit 2023 will increase compared to
2022
(8.9) in the last quarter being 30.8% (32.1)
of net sales. The acquisition of Wulff Solutions
on May 3, 2021 contributed EUR 8.9 million
(8.2) to the gross margin in January-De-
cember 2022. The company's integration
into Wulff's Contract Customers Segment
progressed as planned during the reporting
period. The development of the relative sales
margin was influenced by changes in the
priority areas of demand for the products sold
by Wulff. After the pandemic, the share of
sales of more traditional workplace products
and services is returning towards the previous
level. The sales margin of workplace products
is strongly affected by widespread price
inflation. In particular, the price inflation of the
products in most demand and energy-intensity
accelerated during the reporting period, while
availability gradually normalized at the same
time. The increase in logistics costs continued
until the end of the reporting period, gradually
leveling off. As the Contract Customers Seg-
ment continued to grow, it’s share of of turno-
ver and gross margin increased. The sales of
the Expertise Sales Segment decreased from
the comparison period, e.g. with the decrease
in sales of hygiene and protective products
and the availability challenges of the products
sold by the segment.
In January–December 2022, employee ben-
efit expenses amounted to EUR 17.4 million
(16.4), 17.0% (18.1) of net sales, and EUR 4.7
million (5.1), 16.9% (18.6) of net sales in the
last quarter. In the financial year 2021, non-re-
curring personnel expenses arising from the
completion of the acquisition and termination
of employment amounted to approximately
EUR 0.9 million.
The integration of the operations of Wulff
Solutions Oy, acquired in the spring of 2021,
is progressing
as planned and effectively after implementing
the profitability improvement of the purchased
business. The acquisition of the company
doubled our turnover and solified our position
as a partner offering the widest selection and
most versatile sales channels in our field. With
the acquisition, we have received plenty of
significant new customers from, for example,
the care sector. In Scandinavian Contract
Customers, we won new customers and in-
creased our share in customer's purchases. In
early 2022, the purchase of accounting and
financial management services expert Car-
pentum Oy expanded our service selection to
a stable and profitable industry. In acqui-
sitions, synergies are sought by combining
operating models and with cost efficiency, for
example in joint systems and premises.
The most important synergy is created by
adopting Wulff's strong sales culture. By con-
tinuing this work – and hard work to develop
the best and most responsible customer expe-
rience – we have a good chance to make the
year 2023 a great year of growth. We will
also continue to pursue growth in line with our
strategy by acquisitions.
GROUP’S NET SALES AND RESULT
PERFORMANCE
In January–December 2022, net sales
totalled EUR 102.2 million (90.4), and EUR
27.7 million (27.6) in the last quarter. Net sales
increased by 13.0% (57.1) during the whole
financial year, and 0.1% (80.5) in the last
quarter. Sales growth in the Contract Custom-
ers Segment continued, especially in Scan-
dinavia. The turnover of Contract Customers
Segment in Finland was affected by the em-
phasis on profitability and the resulting policies
in customer selection, as well as the expected
continued contraction of sales of protective
products. Wulff increased its offering of finan-
cial management services with the acquisition
of Carpentum Oy's entire capital stock on Jan-
uary 4, 2022. Due to the acquisition, the sales
of the financial administration services business
have grown in line with expectations. Sales of
Wulff Entre's international exhibition services
and remote meeting solutions increased clear-
ly during the reporting period. In Expertise
Sales Segment, the decrease in demand for
hygiene and protective products was reflected
in a contraction in turnover, as expected.
In January–December 2022, the gross margin
amounted to EUR 31.0 million (28.7) being
30.3% (31.7) of net sales, and EUR 8.6 million
38 Wulff Annual Report 2022
Other operating expenses amounted to
EUR 7.8 million (8.3) in January–December
2022, 7.6% (9.2) of net sales, and EUR 2.1
million (2.5), 7.7% (8.9) of net sales in the last
quarter. The non-recurring costs related to
the completion of the acquisition during the
second quarter of 2021 were approximately
EUR 0.5 million. As planned, the group used
fewer external services than in the comparison
period.
In January–December 2022, EBITDA
amounted to EUR 6.2 million (9.1), or 6.1%
(10.1) of net sales, and EUR 1.8 million (1.4)
in the last quarter, or 6.4% (5.0) of net sales.
Goodwill recognition of EUR 4.5 million
due to the favourable acquisition during the
second quarter of 2021 and EUR 1.4 million
of costs arising from the implementation of
the acquisition have been deducted from the
comparable results 2021. In January–Decem-
ber 2022, comparable EBITDA amounted
to EUR 6.2 million (6.1), or 6.1 % (6.7) of net
sales, and in October–December, it amount-
ed to EUR 1.8 million (2.1), or 6.4% (7.6) of
net sales.
In January–December 2022, operating profit
(EBIT) amounted to EUR 4.0 million (6.9), or
3.9 % (7.7) of net sales, and EUR 1.2 million
(0.8), or 4.4% (2.8) of net sales in the last
quarter. The comparable operating profit
(EBIT) for the entire reporting period amount-
ed to EUR 4.0 million (3.9), or 3.9% (4.3) of
net sales, and EUR 1.2 million (1.5), or 4.4%
(5.3) of net sales in the last quarter.
In January–December 2022, the financial
income and expenses totalled (net) EUR -0.7
million (-0.4), including interest expenses of
EUR -0.5 million (-0.3), and mainly curren-
cy-related other financial items (net) totalled
EUR -0.2 million (-0.2). In the fourth quarter,
the financial income and expenses (net)
totalled EUR -0.2 million (-0.1).
In January–December 2022, the result before
taxes was EUR 3.3 million (6.6), and EUR 1.0
million (0.7) in the last quarter. The financial
year’s comparable result before taxes was
EUR 3.3 million (3.5), while the comparable
result before taxes was EUR 1.0 million (1.4)
in the last quarter.
Net profit in the reporting period was EUR
3.1 million (6.1) in January–December 2022,
and EUR 1.1 million (0.6) in the last quarter. In
January–December 2022, the comparable
profit was EUR 3.1 million (3.1), and EUR 1.1
million (1.3) in the last quarter.
Earnings per share (EPS) were EUR 0.45
(0.87) in January–December 2022, and EUR
0.16 (0.09) in the last quarter. Comparable
earnings per share (EPS) for the entire report-
ing period were EUR 0.45 (0.42), and EUR
0.16 (0.19) in the last quarter.
CONTRACT CUSTOMERS SEGMENT
Wulff’s Contract Customers Segment is the
customer’s expert partner in the field of work-
place services and products, Canon printing
and data management solutions, financial
management services as well as international
exhibition services in Finland and Scandina-
via. For the company it is important to better
the customer experience constantly and to
develop its operations to be as efficient and
sustainable as possible. The Contract Cus-
tomers Segment invests in the best customer
experience in the industry.
In January–December 2022, the Contract
Customers Segment’s net sales totalled EUR
95.0 million (78.3), and EUR 25.3 million
(25.6) in the last quarter. In January–Decem-
ber 2022, the operating profit (EBIT) was EUR
4.2 million (2.5), and EUR 1.2 million (0.9)
in the last quarter. Scandinavian Contract
Customers company Wulff Supplies grew
strongly and profitably in Sweden, Norway
and Denmark. In Finland, the unification and
streamlining of the organizations, operating
models, and systems of Wulff Oy Ab and
Wulff Solutions Oy's Contract Customers has
been continued in 2022. The most significant
investments in 2022 have been the renovation
and expansion of the Wulff building into a
common headquarters for all Wulff employ-
ees working in the capital area, as well as the
operational control systems unification project.
The reorganization achieved a saving of
approximately EUR 0.3 million in personnel,
information system and premises costs for the
last quarter of 2022.
Wulff's Contract Customers in Finland will also
be legally unified when the companies are
merged during 2023. Wulff Oy Ab and Wulff
Solutions Oy will merge into Wulff Finland
Oy. On December 30, 2022, the boards of
the companies decided on the implementa-
tion of the merger plans they approved in June
2022. The mergers will take place during the
first half of 2023.
During the reporting period, Wulff Entre sold
and implemented both in-person exhibitions
and remote meeting services for its cus-
tomers. The company’s net sales increased
clearly from the comparison period. This was
especially influenced by the international
exhibitions in the second half of the review
period - the industry is gradually recovering
as events return to the calendars - as well as
the successfully sold new studio solutions. The
industry's recovery from the Corona pandemic
continues: during the reporting period, the
restrictions related to the containment of the
Coronavirus pandemic were largely lifted,
with the exception of Far East, where the
restrictions were in effect until the end of the
season. From the point of view of Wulff Entre's
traditional exhibition sales, it is positive that
in the post-pandemic world, face-to-face
encounters are perceived as valuable and
meaningful. When you go to an exhibi-
tion, you invest in it. At the same time, Wulff
believes that companies that boldly innovate
the industry succeed in the exhibition and
event market, and that's why Wulff Entre will
continue to invest heavily in the sale of its own
remote meeting service, My Remote Studio.
The studio services can be viewed remotely,
and it is also easy to try it out in Finland at the
Wulff House in Kilo, Espoo. Developing new,
especially responsible solutions for traditional
exhibitions is also important.
Wulff’s Contract Customers include several
major companies and corporations which
purchased more workplace products, such as
coffee and property maintenance products as
well as office supplies, for their premises and
multi-location work as the pandemic gradu-
ally subsided. People have been excited to
return to the offices and work in person, and
Wulff has once again been able to serve its
customers with the entire breadth of its product
portfolio. At the same time, less hygiene and
protective products were sold to workplaces
and work environments than in the compar-
ison period. Although sales of pandemic
management products have declined, they
have remained a part of people’s daily lives
and working lives. A responsible employer
Wulff Annual Report 2022 39
takes care of employees' safety and ability to
work, offering, for example, face masks and
hand sanitizers to protect against the seasonal
flu. Companies also invest in meeting people
in the workplace. Wulff has received special
acknowledgements for our quick reactions
to even the larger and more surprising needs
of our customers. For example, it is easy to
organize a joint morning coffee moment with
instant porridge and energy bars offered by
the company with Wulff, even on a quick
schedule.
In Finland, Wulff is the market leader, and
in Scandinavia it is one of the top operators
in the industry, with an exceptional number
of large companies in the Nordics trusting
its services. One of the most popular cost
and time-saving supply solutions in Finland is
Wulff’s MiniBar, and in Scandinavia, the Cab-
inet Service, which can be found in hundreds
of large organizations and corporations. The
refill and shelving services, MiniBar, operate
like its namesake in a hotel. The automated
refilling services house ready-to-use current
and traditional workplace products on their
shelves. The share of traditional office supplies
in total sales has decreased over the years as
the rest of the workplace product range has
expanded. The exceptional circumstances
have also affected the content of the refilling
services: hygiene and cleaning products have
become popular along with office supplies
and IT, coffee, and maintenance products.
The new normal means investing in cleanli-
ness and safety in the future as well. In more
and more workplaces, the MiniBar selection
also includes refreshing coffee and snack
products.
The share of knowledge work, remote and
mobile work among working environment has
been increasing for a long time. A significant
share of work will be done in multiple locations
and in different changing environments in the
future. Wulff is therefore investing in a product
portfolio that enables safe, ergonomic, and
pleasant ways of working not just on business
premises, but also multi-locally: in home offices,
secondary residences, public spaces like
cafes or office hotels, and while moving from
place to place. As knowledge work increases,
the population ages and careers are getting
longer, more and more attention is paid to
work ergonomics. Wulff sees strong opportuni-
ties for growth in this development, as exper-
tise in workstation ergonomics and the best,
sustainable solutions have been Wulff's strong
expertise for decades.
Wulff Entre is a bold innovator in the inter-
national exhibition and event industry and,
in addition to Finland, it serves customers in
Germany, Sweden, Norway and the United
States, among others. The new remote meeting
services developed by Wulff Entre enable
exhibition-like and inspiring meetings and,
for example, popular webinars produced by
the client company itself, easily and virtually.
Traditionally, Wulff Entre has annually exported
the know-how of Finnish companies to more
than 30 countries and has held more than 100
in-person events with its customers. The industry
is still recovering from global exceptional con-
ditions, moderate growth continues compared
to the pandemic period.
Printing services are increasingly being
outsourced nowadays. Wulff Group’s Canon
Business Center offers high quality solutions for
office and professional printing and database
handling. The printing services business was
stable despite the pandemic. Canon Business
Center serves customers in the Helsinki met-
ropolitan area and plays an important role in
serving the Group’s customers in the region.
Wulff’s strategy drives us to be even more
responsible and growth-oriented. We’re look-
ing for growth especially in new service and
product areas, as well as through business
acquisitions. Financial management services
complement our service offering very well,
and we’ve been investing into the industry by
growing organically and through acquisitions
where the latest example is the acquisition of
Carpentum Oy on January 4, 2022. 25 top
professionals work in our financial manage-
ment operations. The annual net sales of
these services is around EUR 2 million. For
its customers, Wulff and Carpentum are a
reputable, digital-capable, and responsible
financial management partner.
Wulff’s open webshop Wulffinkulma.fi is con-
stantly being developed. Lately, the webshop,
which is geared towards small companies
and self-employed people has focused on
also serving consumers and small business
owners operating in a consumer-like manner.
The webshop, which serves a wider selection
than its competitors in the workplace product
and supplies sector, is constantly increasing
its selection according to customers' wishes.
There are already almost 5,000 products in
the selection. The store offers new and current
products, for example plenty of healthy
snacks.
The Wulffinkulma.fi webshop is known for
its fast and reliable deliveries. This versatile
and mobile-friendly webshop’s advantages
are secure and accurate deliveries. Whether
it is to business premises, the home, remote
office or a self-employed person’s desk in
a co-working space, Wulffinkulma.fi web-
shop delivers products where and when the
customer wants. The same daily products are
in use in home offices as in traditional office
spaces: soft tissue papers, hand towels, soap,
coffee, and snacks. Wulff is appreciated for
its local, sustainable, and environmentally
sound range. What the customers appreciate
will show in the assortment when it is devel-
oped in the future. The webshop is continu-
ously being developed to offer even more
sustainable options and information on the
environmental impact of its products.
EXPERTISE SALES SEGMENT
The Expertise Sales Segment makes everyday
life at the workplace easier by offering the
best workplace products and latest products
on the market with the most professional,
personal and local service.
In January–December 2022, the Expertise
Sales Segment’s net sales totalled EUR 8.5
million (12.9), and EUR 2.6 million (2.8) in
the last quarter. In January–December 2022,
operating profit totalled EUR -0.1 million
(0.8), and EUR 0.1 million (0.0) million in the
last quarter. Sales of hygiene and protective
products in the Expertise Sales Segment de-
clined from the pandemic comparison year.
The price level and turnover of these products
shrank as expected, as their margin devel-
oped positively thanks to the development of
product availability and purchase prices. The
Expertise Sales Segment’s strength has been
taking hold of the sales of topical products
fast and contacting regional customers quickly
to offer exactly the products they need. During
the reporting period, the segment's sales have
been affected by the availability challenges
40 Wulff Annual Report 2022
of the products in the range. Wulff’s sales
expert is a trusted contact, whose knowledge
and expertise are highly valued. Expertise
Sales provide personal and local service,
identifying the specific characteristics of the
customer’s operations. The sale of cleaning,
protection and hygiene products is higher in
Expertise Sales than in the period before the
pandemic, and the group believes that their
demand will be greater than before in the
future as well. Experts in Expertise Sales reach
locally and personally the decision-makers
of medium-sized and small companies, so it
is effective to launch current novelties to cus-
tomers in Expertise Sales. At the moment, for
example, good indoor air is perceived as an
important part of safe working conditions. At
Wulff Expertise Sales, you can find solutions
for indoor air cleaning that are used even in
demanding hospital conditions.
Expertise Sales is an expert service that
requires knowledge of the customer, the cus-
tomer’s business, and operating environment,
and it emphasizes the importance of personal
contact. Wulff stands out from the competi-
tion for its locality and domestic nature. The
Expertise Sales Segment offers customers the
latest products and favourites, as well as a
broad range of wellbeing and ergonomic
products for the workplace, first aid, and
products improving work safety. Sustainability,
locality and ecofriendliness are important
grounds for choices. Safe ways of working
and ensuring hygiene and protection will
remain a part of the work environment even
as the pandemic gradually subsides. Due to
the aging workforce, Nordic companies are
increasingly investing in ergonomics and first
aid products for the workplace. Knowledge
work will continue to account for an ever-in-
creasing part of all labour, so companies are
also proactively investing in good workplace
ergonomics. With good workplace ergo-
nomics, it is possible to achieve significant
savings due to the decreasing in sick leaves.
The Expertise Sales Segment offers personal
service to its clients and the product concept
is always tailored together with the customers
to meet their needs. Expertise Sales actively
raises customer’s awareness of solutions that
make workdays better.
Wulff is known for being the workplace for
successful salespeople. An increasing number
of executive leaders and company manag-
ers have a background in sales, and there
is growing appreciation of sales skills in our
society today. Successful recruiting and the
number of sales personnel have a significant
effect on the performance of the Expertise
Sales Segment in particular. New talent and
future sales experts are always welcome at
Wulff! Wulff’s own introduction and training
programs ensure that not only does every
salesperson get a comprehensive training and
an exciting start to their career, but also further
education on how to improve their expertise.
FINANCING, INVESTMENTS AND
FINANCIAL POSITION
In January–December 2022, the cash flow
from operating activities was EUR 4.0 million
(5.0). The accumulation of cash flow was
affected by changes in working capital, es-
pecially the reduction of non-interest-bearing
short-term liabilities. In the industry, it is typical
that the result and cash flow are generated in
the last quarter.
Long-term loans were repaid in total of EUR
2.2 million (1.2). Short-term loans were re-
paid to the amount of EUR 0.2 million (2.0).
The company converted EUR 4.0 million of
its short-term bank loan into a long-term loan,
which will be repaid within 6 years. As a result
of the financial arrangements, the amount of
long-term financial liabilities was approxi-
mately EUR 1.1 million higher than at the end
of the comparison period.
Lease agreement payments were EUR 1.0
million (1.1). Recognition of lease agreements
on the balance sheet increased group assets
by EUR 1.2 million (1.7), and liabilities by EUR
1.3 million (1.8), at the end of the reporting
period.
Investments during the reporting period
amounted to EUR 2.5 million (1.4). The
renovation of the Wulff House in Espoo and
the unification of information systems are an
important part of the integration of the Wulff
Solutions acquisition and the merging of the
companies' operations. Since June, Wulff's
Contract Customers operations in Finland
have been located in the joint headquarters
of all the group's companies in Espoo. Higher
investment costs than the comparison period
are due to these measures. The company
used cash flow of EUR 0.4 million to pay the
cash price of the Carpentum acquisition on
January 4, 2022. During the reporting period,
the company used cash flow of EUR 0.3 mil-
lion to invest in PBS Global Solutions GmbH's
minority stake. During the comparison period,
the company invested in the renovation of the
façade of the Wulff House EUR 0.2 million.
In April 2022, dividends totalling EUR 0.4
million and EUR 0.4 million in October were
paid to the owners of the parent company. In
April 2021, dividends totalling EUR 0.8 million
were paid to shareholders.
The cash flow of financing activities was EUR
-0.5 million (1.4) in 2022.
The Group’s cash balance increased by EUR
0.2 million in January–December (0.3). The
Group’s bank and cash funds totalled EUR
0.8 million (0.5) at the beginning of the year,
and EUR 1.0 (0.8) million at the end of the
reporting period.
The equity ratio was 40.5 % (38.1)
Equity attributable to the shareholders of the
parent company was EUR 3.02 per share
(2.73) at the end of December 2022.
SHARES AND SHARE CAPITAL
Wulff Group Plc’s shares are listed on
Nasdaq OMX Helsinki in the Small Cap
segment under the Industrial Goods and
Services sector. The company’s trading code
is WUF1V. At the end of the reporting period,
the share was valued at EUR 3.29 (4.92) and
the market capitalisation of the outstanding
shares totalled EUR 22.4 million (33.3). In
2022, the trade volume for the stock was
2,039,645 (6,403,381), and the number of
shareholders as of 31 December 2022 was
2,736 (2,641).
The Board of Directors has decided to estab-
lish a short- and long-term incentive scheme
for CEO Elina Rahkonen on February 22,
2021. The remuneration to be paid through
the scheme excluding indirect wage costs is
equal to the value of a maximum of 40,000
shares in Wulff Group Plc from financial years
2021-2023. In addition, the Board of Direc-
tors decided to issue 7,000 of the company’s
own shares to CEO Rahkonen as remuner-
ation for 2020. The transfer of the shares is
based on the authorization given to the Board
Wulff Annual Report 2022 41
of Directors by the Annual General Meeting
on 23 April 2020.
On February 21, 2022, the Board of Directors
decided to transfer 10,000 treasury shares
held by the company to CEO Elina Rahkonen,
as a result of the short-term incentive plan
decided on February 22, 2021. The transfer
of the shares was based on the authorization
given to the Board of Directors by the Annual
General Meeting on April 8, 2021. On
February 21, 2022, the Board of Directors de-
cided that the CEO is entitled to a short-term
incentive bonus for 2022, depending on the
development of adjusted operating profit and
share price in 2022. The bonus is a maximum
of 10,000 Wulff-Group Plc shares.
On July 26, 2022, the board decided to
establish a long-term incentive scheme for
CFO Atte Ailio. The remuneration to be paid
through the scheme excluding indirect wage
costs is equal to the value of a maximum of
10,000 shares in Wulff Group Plc from finan-
cial years 2022-2025. The decision on the
incentive scheme was based on the authori-
zation given to the Board of Directors by the
Annual General Meeting on April 8, 2022.
At the end of December 2022, the Group
held 111,624 (137,260) treasury shares, rep-
resenting 1.6% (2.0) of the total number of the
parent company’s shares and voting rights.
DECISIONS OF THE ANNUAL
GENERAL MEETING AND BOARD OF
DIRECTORS
Wulff Group Plc’s Annual General Meeting
was held in the Wulff house in Espoo on
April 8, 2022. The Annual General Meeting
adopted the financial statements for the finan-
cial year 2021 and discharged the members
of the Board of Directors and CEO from lia-
bility for the financial period 1.1.–31.12.2021.
The Annual General meeting decided to
pay a dividend of EUR 0.13 per share for the
financial year 2021 in total to be paid in two
instalments of equal amount. The record date
for the first instalment, EUR 0.065 per share,
was April 12, 2022 and the payment date
was April 21, 2022. The record date for the
second instalment, EUR 0.065 per share, was
October 12, 2022 and the payment date
was October 21, 2022. The Annual General
Meeting adopted the remuneration report
presented by the Board of Directors.
Kari Juutilainen, Lauri Sipponen, Jussi Vienola
and Kristina Vienola were reelected as mem-
bers of the Board. The organizing meeting of
Wulff Group Plc’s Board of Directors, held af-
ter the Annual General Meeting, decided that
the Chairman of the Board is Kari Juutilainen. It
was confirmed that the members of the Board
of Directors will receive a monthly fee of EUR
1,250.
BDO Oy, a company of Authorized Public
Accountants, with Authorized Public Account-
ant Juha Selänne as the lead audit partner,
was chosen as the auditor of Wulff Group Plc.
The Annual General Meeting authorised the
Board of Directors to resolve on the acquisi-
tion of maximum 300,000 own shares. The
authorization is effective until April 30, 2023.
The Board of Directors decided to continue
buying back own shares in accordance
with the authorization granted by the Annual
General Meeting on April 8, 2022.
The Annual General Meeting authorised the
Board to decide on the issue of new shares,
disposal of treasury shares and/or the issue
of special rights. The authorisation entitles the
Board to issue a maximum of 1,300,000
shares, representing approximately 20% of
the company’s currently outstanding stock,
based on a single decision or several deci-
sions. The authorisation remains in force until
April 30, 2023.
PERSONNEL
In January–December 2022, the Group’s
personnel totalled an average of 286 (248)
employees. At the end of December, the
Group had 280 (278) employees, of whom
72 (67) persons were employed in Sweden,
Norway or Denmark. The Group’s personnel
consists of 41% (45) of employees in sales
operations, and 59% (55) in sales support,
logistics and administration. 52 % (51) of the
personnel are women and 48 % (49) are
men.
RISKS AND UNCERTAINTIES IN THE
NEAR FUTURE
General economic and market develop-
ments as well as the employment rate have
a significant impact on the demand for
workplace products and services. The intensity
of the inflation trend has been affected first
by the pandemic restrictions and then by
Russia's attack on Ukraine. The develop-
ment of both the global economy and local
economies is strongly affected by rising
prices and monetary policy decisions aimed
at combating inflation. All of this also affects
Wulff's operations. In addition, megatrends
in the global economy, such as responsibility,
digitalization, the sharing economy, and the
aging of the population, are affecting market
change. There are both risks, and oppor-
tunities involved in developing a range of
products and services in line with changing
markets and needs. Typical business risks in-
clude the successful implementation of Wulff's
strategy, such as the integration of operations
from business acquisitions, and operational
risks arising from the personnel, logistics and
IT environment. Intense competition in the
workplace products and services industry can
affect the profitability of the business. Changes
in exchange rates affect the Group's net result
and balance sheet.
SUBSEQUENT EVENTS
The Group has not had any significant events
after the reporting period.
BOARD OF DIRECTORS’ PROPOSAL
FOR THE ANNUAL RESULT
The Group’s parent company Wulff Group
Plc’s distributable funds totalled EUR 1.7
million (1.7). The Group’s net result attributa-
ble to the parent company shareholders for
the financial year was EUR 3.1 million (5.9),
or EUR 0.45 per share (0.87). The Board of
Directors proposes to the Annual General
Meeting to be held on April 5, 2022, that a
dividend of EUR 0.14 (0.13) per share be paid
in two equal installments during the second
and last quarters of 2023, for the financial
year 2022, totalling EUR 1.0 million, and the
remaining distributable funds to be transferred
in retained earnings in the shareholders’
equity.
STRATEGY
On 9 December 2021, Wulff Group Plc’s
Board of Directors approved an updated
strategy and medium-term targets for the com-
pany for 2022–2026. Profitable growth in
the current business operations is at the heart
of the strategy, which will be accelerated
through acquisitions.
The company’s goal is to be the market leader
for workplace products and services, and the
42 Wulff Annual Report 2022
most recommended and responsible partner
in the sector – making a better world, one
workplace at a time. The foundation of the
growth strategy is an expansion of the product
and service portfolio, and acquisitions in the
Nordic countries.
The new medium-term financial targets
approved by Wulff Group Plc’s Board of
Directors seek to double net sales, reaching
net sales of EUR 200 million by 2026:
• average net sales growth of 15–20% per
year
• growth of comparable operating profit
percentage and
• increasing dividend per share
MARKET SITUATION AND FUTURE
OUTLOOK
Among the global megatrends, Wulff's
operating environment is positively affected
by the increase in the share of knowledge
work in all work performed. The demographic
development is currently reducing the number
of people actively working, although at the
same time working careers are getting longer,
e.g. as the average retirement age rises. The
integration of technology into products and
services is an opportunity for Wulff. Digi-
talization brings new ways for an already
multi-channel company to reach and serve
customers and streamline its own operations.
Of all megatrends, the most significant for
Wulff's operations are responsible operations
and consideration for the environment: is the
environment treated as a resource or is the
target to improve the state of the environment.
Future success is strongly built on these themes
and their importance is growing in business
and consumer decision-making. Wulff has
chosen responsibility, particularly positive
climate action, increasing equality and decent
work and economic growth (UN Sustainable
Development Goals 2030) as important
elements of its strategy.
Demand for products and services is
significantly affected by general economic
and market developments as well as the
employment rate. The market for workplace
products and services has developed steadily
in the Nordic countries, except for fluctuations
caused by the Coronavirus pandemic during
the comparison period and the previous
period. Wulff estimates that the overall market
for workplace products and services will
remain stable, even when there are rapid
changes in work environments. Safe face-to-
face meetings are taken care of even after the
Coronavirus pandemic, and that is why Wulff
estimates that the demand for hygiene, clean-
ing, sanitation and protection products will
remain livelier in the future than it was before
the pandemic. The pandemic has accelerated
the upheaval on how we work; the growth
of multi-local teleworking has increased the
number of workstations and the demand for
products needed at workstations. Demand for
IT supplies, printing products and traditional
office supplies continues to develop post-pan-
demic. This is due to the return to work and the
increased number of new workstations. The
Group’s net sales and operating profit are af-
fected by the development of the international
exhibition services industry, as the industry is
gradually recovering from the Coronavirus
pandemic.
The ongoing geopolitical crisis, the Russian in-
vasion to Ukraine and the coercive measures
against Russia do not directly affect Wulff's
activities as Wulff has not had any activities
or partnerships in the countries involved in the
crisis. The crisis is having an impact on global
supply chains, the changes to which may also
indirectly affect Wulff's business. Changes
into global supply chains have intensified
and broadened the recent price inflation
development. The availability challenges of
many product groups have eased with the
reorganization of global supply chains and
the leveling off of the demand peak that
followed the pandemic. Especially in Europe,
the uncertainty related to the availability of
energy commodities has caused an increase
in logistics costs. Continued inflation makes it
necessary to secure the development of gross
margin. The uncertainty concerning the inten-
sity and broadening of inflation sets a restraint
into predictability.
The reorganisation of Wulff’s contract sales
organisation in Finland along with the coop-
eration negotiations conducted with Wulff
Oy Ab and Wulff Solutions Oy in August–
September 2021 caused functions in sales,
administration and support functions to be
merged. As a result of the cooperation ne-
gotiations, the company will achieve annual
cost savings of approximately EUR 1.9 million
in personnel costs. In the same context, Wulff
announced that they believed in annual cost
synergy benefits totaling at least EUR 3 million
to be realized in stages, a significant part of
which was expected to be realized already
in 2022.
Because of the implemented and planned
reorganization measures, for example the
integration of information systems and logistics
and operational processes, and owing to
office space changes, Wulff achieved an
annual cost synergy benefit of approximately
EUR 2.5 million in total during the reporting
period. The saving achieved from personnel
costs was approximately EUR 1.7 million.
Wulff aims to grow profitably, and it has the
continuing ability to be a more active player
in M&A than its competitors.
Wulff estimates that net sales and compa-
rable operating profit 2023 will increase
compared to 2022.
ACCOUNTING PRINCIPLES FOR
ALTERNATIVE PERFORMANCE
MEASURES
The Group complies with the Guidelines
on Alternative (APM) issued by the European
Securities and Markets Authority (ESMA)
in its statutory reporting. These alternative
performance measures, such as the gross
margin, comparable EBITDA and compa-
rable operating profit, are used to present
the underlying business performance and to
enhance comparability between financial
periods. The comparable EBITDA and com-
parable operating profit do not include items
affecting comparability. These are income
and expenses that are not included in normal
business activities, such as profits from sales of
subsidiaries, and non-recurring costs related
to their implementation, such as the acquisi-
tion of Wulff Solutions on May 3, 2021, and
writedowns of goodwill and significant one-
time expenses. The Alternative Performance
Measures should not be taken as substitutes
for the standards presented in the Generally
Accepted Accounting Principles for IFRS.
Wulff Annual Report 2022 43
KEY FIGURES
EUR 1000 2022 2 021 2020 2 019 2 018
Net sales 10 2 171 90 424 57 541 56 344 55 889
Change in net sales % 13.0% 57.1% 2.1% 0.8% -1.8%
Earnings before taxes, depreciation and amortization (EBITDA) 6 213 9 128 5 204 3 067 1 920
% of net sales 6.1% 10.1% 9.0% 5.4% 3.4%
Comparable earnings before taxes, depreciation and amortization (EBITDA) 6 213 6 073 5 204 3 184 1 920
% of net sales 6.1% 6.7% 9.0% 5.7% 3.4%
Operating profit/loss 3 988 6 940 3 541 1 570 1 508
% of net sales 3.9% 7. 7 % 6.2% 2.8% 2.7%
Comparable operating profit/loss 3 988 3 885 3 541 1 687 1 508
% of net sales 3.9% 4.3% 6.2% 3.0% 2.7%
Profit/Loss before taxes 3 273 6 552 3 101 1 194 1 243
% of net sales 3.2% 7.2% 5.4% 2.1% 2.2%
Comparable profit/loss before taxes 3 273 3 497 3 101 1 311 1 243
% of net sales 3.2% 3.9% 5.4% 2.3% 2.2%
Net profit/loss for the financial year attributable for the shareholders of the
parent company
3 052 5 896 2 174 1 039 1 025
% of net sales 3.0% 6.5% 3.8% 1.8% 1.8%
Comparable net profit/loss for the financial year attributable for the
shareholders of the parent company
3 052 2 841 2 174 1 156 1 025
% of net sales 3.0% 3.1% 3.8% 2.1% 1.8%
Cash flow from operations 3 990 4 9 74 2 783 3 777 1 085
Return on equity (ROE) % 15.5% 36.3% 19 .1 % 8.5% 9.3%
Return on investment (ROI) % 11.2% 25.0% 15.2% 7. 9 % 9.5%
Equity ratio % 40.5% 38.1% 41.9 % 39.2% 49.1%
Gearing, % 60.6% 62.1% 57.3% 66.2% 15.8%
Balance sheet total 5 4 119 52 045 35 353 33 093 26 412
Gross investments in fixed assets 2 479 1 388 719 7 359 446
% of net sales 2.4% 1.5% 1.2% 13 .1 % 0.8%
Average number of personnel during the financial year 286 248 18 9 19 8 191
Number of personnel at the end of financial year 280 278 176 200 191
The Group complies with the Guidelines on Alternative Performance Measures (APM) issued by the European Securities and Markets Authority (ESMA) in its statutory reporting. These alternative performance measures,
such as the gross margin, comparable EBITDA and comparable operating profit, are used to present the underlying business performance and to enhance comparability between financial periods. The comparable
EBITDA and comparable operating profit do not include items affecting comparability. These are income and expenses that are not included in normal business activities, such as profits from sales of subsidiaries, and
write-downs of goodwill. Comparability in 2021 was affected by the acquisition of EMO Finland Oy's share capital. Items affecting comparability included the recognition of negative goodwill, salary expenses related to
the acquisition arrangements and the resulting cooperation negotiations, and DD expenses. The Alternative Performance Measures should not be taken as substitutes for the standards presented in the Generally Accepted
Accounting Principles for IFRS.
44 Wulff Annual Report 2022
SHARERELATED KEY FIGURES
* The Board of Directors' dividend proposal from year 2022 to the Annual General Meeting to be held on April 5, 2023.
EUR 1000 2022 2 021 2020 2 019 2 018
Earnings per share (EPS), EUR 0.45 0.87 0.32 0 .15 0 .15
Comparable earnings per share (EPS), EUR 0.45 0.42 0.32 0.17 0 .15
Equity per share, EUR 3.02 2.73 2.00 1. 76 1.72
Dividend per share, EUR* 0 .14 0 .13 0 .12 0 .11 0.10
Payout ratio % 31 % 15 % 38% 72% 65%
Comparable payout ratio % 31 % 31 % 38% 65% 65%
Effective dividend yield % 4.3% 2.6% 3.7% 6.2% 5.9%
Price/Earnings (P/E) 7. 4 5.6 10 .1 11 . 6 11 . 0
Comparable price/earnings (P/E) 7. 4 11 . 7 10 .1 10.5 11 . 0
P/BV 1.09 1.80 1.62 1.00 0.98
EBITDA / share, EUR 0 .91 1.35 0.77 0.45 0.28
Comparable EBITDA / share, EUR 0 .91 0.90 0.77 0.47 0.28
Cash flow from operations / share, EUR 0.59 0.73 0.41 0.55 0.16
Share prices:
Lowest share price, EUR 2.47 2.90 1. 31 1.50 1.32
Highest share price, EUR 5.20 5.34 3.40 1.91 1.79
Average share price, EUR 3.94 4 .14 2.01 1.67 1.54
Closing share price, EUR 3.29 4.92 3.24 1.77 1.69
Market value as of Dec 31, MEUR 22.4 33.3 21. 9 12 .1 11 . 5
Number of outstanding shares on average during the financial year 6 852 051 6 769 352 6 791 043 6 828 628 6 643 696
Number of outstanding shares at the end of the financial year 6 796 004 6 770 368 6 763 368 6 828 628 6 828 628
Number of shares traded 2 039 645 6 403 381 3 538 157 736 299 190 354
% of average number of shares 29.8% 94.6% 52.1% 10.8% 2.9%
Shares traded, EUR 7 790 740 25 279 930 7 459 624 1 232 914 293 735
Wulff Annual Report 2022 45
CALCULATION PRINCIPLES OF KEY FIGURES
Return on equity (ROE), % Net profit/loss for the period (total including the non-controlling interest of the result) x 100
Shareholders’ equity total on average during the period (including non-controlling interest)
Return on investment (ROI), % (Profit before taxes + Interest expenses) x 100
Balance sheet total - Non-interest-bearing liabilities on average during the period
Equity ratio, % (Shareholders’ equity + Non-controlling interest at the end of the period) x 100
Balance sheet total - Advances received at the end of the period
Gearing, % Net interest-bearing debt x 100
Shareholders’ equity (including Non-controlling interest at the end of the period)
Earnings per share (EPS), EUR Net profit attributable to the equity holders of the parent company
Share issue adjusted number of outstanding shares on average during the period
Equity per share, EUR Equity attributable to equity holders of the parent company
Share issue-adjusted number of outstanding shares at the end of period
Dividend per share, EUR Dividend for the financial period
Share issue-adjusted number of outstanding shares at the end of period
Payout ratio, % (Dividend per share) x 100
Earnings per share (EPS)
Effective dividend yield, % (Dividend per share) x 100
Share issue-adjusted closing share price at the end of period
Price/Earnings (P/E) Closing share price at the end of period
Earnings per share (EPS)
46 Wulff Annual Report 2022
CALCULATION PRINCIPLES OF KEY FIGURES
P/BV ratio
Share issue-adjusted closing share price at the end of period
Equity per share
Earnings before depreciation and amortization, Earnings before depreciation and amortization, financial items, and taxes (EBITDA)
financial items, and taxes per share, EUR
Share issue adjusted number of outstanding shares on average during the period
Cash flow from operations per share Cash flow from operations (in the cash flow statement)
Share issue-adjusted average number of outstanding shares during the period
Net interest-bearing debt Interest-bearing liabilities - Interest-bearing receivables - Cash and cash equivalents
Market value of outstanding shares Share issue-adjusted number of outstanding shares at the end of period
x Closing share price at the end of period
EBITDA Net sales + Other operating income - Materials and services - Employee benefit expenses - Other opera-
ting expenses
EBITDA, % Operating profit before interest, taxes, depreciation, and amortization / Net sales x 100
Comparable EBITDA EBITDA +/- Items affecting comparability
Operating profit (EBIT) EBITDA - Depreciation and amortization - Impairment
Operating profit (EBIT), % Operating profit (EBIT) / Net sales x 100
Comparable operating profit (EBIT) Operating profit (EBIT) +/- Items affecting comparability
Wulff Annual Report 2022 47
RISKS AND RISK MANAGEMENT
48 Wulff Annual Report 2022
RISKS AND RISK MANAGEMENT
GOALS AND PRINCIPLES OF RISK
MANAGEMENT
Wulff Group follows the risk manage-
ment policy devised by the Board of
Directors that determines the objectives
and responsibilities of risk management,
as well as the reporting procedures. The
Company’s risk management supports the
achievement of strategic objectives and
ensures business continuity. The realisation
of risk management policies is controlled
with internal audit regularly and also
external auditors supervise the adequacy
and effectiveness of the risk management
as a part of the audit procedures related
to Group’s governance.
Risk management is part of Wulff Group’s
business operations management. Wulff’s
risk management is guided by legislation,
business objectives set by shareholders
as well as the expectations of customers,
personnel and other important stakehold-
ers. The Group’s risk management aims
to systematically and extensively identify
and understand any risks that may prevent
the achievement of the Group’s business
objectives, as well as to ensure that risks
are appropriately managed when mak-
ing business-related decisions. Threats to
business include risks related to acquisi-
tions, IT risks, risks related to the staff and
its availability, as well as factors related to
the general economic development and
the Company’s reputation.
RISK SURVEY
Risks are classified into strategic, oper-
ational and market risks. The risk man-
agement process aims to identify and
assess risks and then plan and implement
practical measures to deal with each risk.
Possible measures include, for example,
avoiding the risk, reducing it in different
ways or transferring it with insurance or
agreements.
Wulff Group carries out annual risk surveys
to determine the main risks in terms of their
significance and probability. The business
unit leaders are responsible for carrying
out the surveys and risk monitoring on
which they report to the Group Executive
Board. Selected persons are responsible
for the monitoring of specific issues within
each risk category i.e. strategic, operative
or market risks. The Group has not set up
a separate organisation for risk manage-
ment. Instead, risk management is ar-
ranged in compliance with the Company’s
other business operations and organisation
structure.
The divisions’ financial reports and the sit-
uation of the businesses’ key development
projects are on the agenda of the Group
Executive Board which convenes on a
tertiary basis. The main risks determined in
the risk survey, changes in the significance
and probability of the risks, as well as the
persons responsible, actions completed
and results achieved are reported to the
Group’s Board of Directors annually.
Special attention is paid to any possible
new risks that are detected.
STRATEGIC RISKS
The most significant strategic risks arise
from the uncertainties related to business
acquisitions that may expose the Group
to new types of market and operating
environment risks. Acquisitions involve also
risks related to the integration of busi-
ness, commitment of key personnel and
achievement of business objectives set for
the acquisition, as well as the increasing
exposure to currency and interest rate
risks. In accordance with the International
Financial Reporting Standards (IFRS),
consolidated goodwill is not amortized
on a regular basis, but instead is tested for
impairment at least annually or whenever
there are indications of impairment.
OPERATIVE RISKS
Customer Base Management
The main operational threats involve the
loss of customers or sales volume and risks
related to customer relationship manage-
ment. The Company tackles the risk of
possible customer or volume losses by de-
veloping compensating sales in other cus-
tomer or product groups. The risk of losing
customers is reduced by the Company’s
independence of individual customers.
The Group has a broad customer base
and the management analyses the risks
related to customer concentration.
The demand for office supplies is affected
by the organizations’ personnel lay-offs
and cost-saving initiatives made during
the economic downturn. As the general
economic uncertainty persists, it will most
likely affect the ordering behaviour of
some corporate clients. During the uncer-
tain economic periods, the corporations
may also minimize attending exhibitions.
Intense competition in the workplace
products and services indusrty can affect
the profitability of the business.
There are both risks and opportunities
involved in developing the product and
service portfolio to be in line with chang-
ing markets and needs. The uncertainties
relating to the general economic devel-
opment emphasizes the importance of
monitoring the credit and default risks
Wulff Annual Report 2022 49
associated with customers and other
affiliates. The credit and default risks and
control measures are presented under
Credit and Default Risks.
Personnel
The main operational threats involve also
factors related to the personnel and the
availability of workforce. Especially the
development of net sales and profitability
of the Expertise Sales Segment is partly
dependant on the number of sales repre-
sentatives and their sales know-how.
Financial Risks
The Group’s parent company finances the
major subsidiaries’ operations on a cen-
tralised basis and controls the financial
risks arising from them. Group companies
with non-controlling minority shareholders
may make more independent financial
decisions but always within the limits
defined by the Boards. The parent com-
pany’s Board of Directors determines the
principles of financial risk management,
with the goal to minimise the effects that
price fluctuations in the financial markets,
as well as other uncertainty factors may
have on result, financial position and cash
flow.
Financial risks include currency risks, inter-
est rate risks, liquidity risks, and credit risks
managed by each subsidiary.
Currency Risks
More than 2/3 of the Group’s sales are
nominated in euros and 1/3 is nominat-
ed in Swedish, Norwegian and Danish
crowns. Fluctuation of the currencies
affects the Group’s net result and financial
position. In terms of import, the exposure
to currency risks affects especially the
currency risks of the Wulff Supplies sub-
group through changes between Sweden
and Norway. The Group has only minor
transactions in other currencies than euros
and Nordic currencies. Interest-bearing
liabilities by currencies are presented in
Note 21 of the consolidated financial
statements. The Group does not practice
any speculative hedging. No separate
hedging measures against currency risk
are taken.
Interest Rate Risks
The Group is exposed to interest rate risk
due to loans from financial institutions
and bank account limit facilities tied with
variable interest rates. Changes in market
rates impact directly the Group’s interest
payments in the future. More information
on the interest rates of the Group’s inter-
est-bearing liabilities is presented in Note
21 of the consolidated financial state-
ments. The Group does not make any
speculative interest rate agreements and
to date, no interest rate swaps have been
utilized for managing interest rate risks.
Liquidity Risks
Group companies operate with their own
cash flows and if necessary, they are
funded also with the Group’s internal fi-
nancing. In order to ensure good liquidity,
the Group emphasises the subsidiaries’
independence in the management of
operating cash flow and working capital.
Liquidity risks are managed on the group
level with Group bank account ar-
rangements in Finland and Scandinavia.
Continuous supervision is used to assess
and monitor the financing needed for the
subsidiaries’ operations. The availability
and flexibility of financing is ensured with
bank account credit limits. On December
31, 2022, unused credit limits totalled
EUR 5.5 (5.5) million in Finland. The matu-
rity of loans is presented in Note 21.
Part of the Group’s loan agreements
include covenants, according to which
the equity ratio shall be 35% at minimum
and the interest-bearing debt/EBITDA
ratio shall be 3.25 at maximum at the end
of each financial year. Covenant breach-
es lead to negotiations with the bank
granting the guarantee and any possible
consequences depend on the negotia-
tions. The covenant terms were met on
31.12.2022.
Credit and Default Risks
The uncertainties relating to the general
economic development have empha-
sized the importance of monitoring
the credit and default risks associated
with customers and other affiliates. The
subsidiaries manage their customers’
credit analyses and active credit control
independently. Together with the sub-
sidiaries’ management, the subsidiaries’
working capital management and related
risks are monitored also on segment and
group level by the Group's finances. The
Group’s trade receivables consist of an
extensive customer base, and most of the
annual sales volume is from well-known
and solvent customers. Consequently, the
Group has not considered credit guar-
antees or corresponding methods to be
necessary.
The risk management policy of each com-
pany defines the credit risks and credit
worthiness requirements, as well as the
terms of delivery and payment. Credit risk
monitoring is primarily the responsibility of
the subsidiaries’ management, while the
parent company’s financial management
monitors regularly the realisation of the
risk management principles, the develop-
ment of the Group's credit risk and exam-
ines the efficiency of the centralised own
collection operations and the outsourced
collection partner. Traditionally the group
companies’ credit losses have been
small in relation to their net sales. Aging
analysis of sales receivables is presented
in Note 17 of the consolidated financial
statements.
Capital Management
Wulff Group’s capital structure man-
agement aims to ensure and improve
the operating conditions of the group
companies and to increase the Group’s
shareholder value in a sustainable, opti-
mal way. The Group’s capital structure is
evaluated by monitoring the development
in equity ratio where the long-term target
is approximately 40 percent. The Group’s
companies operate with their own cash
flows and if necessary, they are funded
also with Group’s internal financing.
The Group emphasises the subsidiaries’
50 Wulff Annual Report 2022
independence in the management of
operating cash flow and working capital.
The Group Finance controls the group
companies’ working capital management
centrally. The Group Finance takes care
of the external loan financing and agrees
on the loans’ repayment schedules with
the financiers centrally.
IT Risks
Subsidiaries are responsible for man-
aging the risks related to their own IT
systems. Common practices are applied
in user management and data verficia-
tion. IT system management is evaluated
and inspected on group level with regard
to the most significant risks. Also external
auditors pay attention to IT risks and
efficiency of the Group’s IT processes,
and the auditors report their findings and
development recommendations to Group
management and Board, if necessary.
Asset Risks
The Group’s assets are comprehensively
insured against accidents and damage.
Some of the subsidiaries are also insured
against interruption in operations.
Environmental Risks
The Group also takes into account
environmental risks and emphasizes en-
vironmental-friendliness in its operations.
The Group’s subsidiary Wulff Oy Ab has
been granted the ISO 14001 environ-
mental certificate. Wulff provides cus-
tomers with information about recycling
solutions for office and IT supplies and
sees to the recycling of its customers’ used
ink cartridges. In addition, the Group
promotes a positive attitude towards envi-
ronmental matters and their development
among its personnel. Wulff Entre Oy and
Wulff Oy Ab have also been granted the
ISO 9001 quality certificate.
When selecting suppliers, Wulff's Con-
tract Customers in Finland favours com-
panies committed to sustainable develop-
ment. The company chooses products that
use environmentally friendly raw materials
and production methods. In addition, the
webshop provides a wide range of green
office products. Recycled and rapidly
renewable materials are preferred in the
material choices and CO2 emissions
caused by the transportation of products
are minimized. All of the packaging
materials used in Wulff’s Finnish Cotract
Customers's product deliveries can be
recycled or used as a source of energy.
All Wulff Group companies in Finland use
Posti Green deliveries that are CO2 neu-
tral. With improved energy efficiency and
use of low emission, renewable energy,
carbon dioxide emissions will be re-
duced. From the customers’ point of view,
the deliveries are completely carbon
neutral because the remaining emissions
are compensated by funding Posti Green
climate projects.
Wulff Supplies, which operates in Swe-
den, Norway and Denmark, comply
with the Supplies Control concept. The
concept contains all environmental pro-
cesses and future guidelines. The concept
was introduced in 2009 and it has been
developed in collaboration with custom-
ers, employees, and suppliers. With the
help of the concept, Wulff Supplies is
actively working to achieve overall cost
reduction along the entire supply chain
and minimizing environmental impacts.
Wulff Supplies makes certain that the
products they offer have been developed
and produced in compliance with ethical
guidelines and applicable legislation
and regulations. Wulff Supplies aims to
reduce use of materials, which means
more efficient utilization of materials and
energy. More environmental friendly
alternatives are used whenever they are
available and hazardous substances
are avoided. Wulff Supplies has been
awarded with the ISO 9001:2008 and
ISO 14001:2004 certificates in all of its
operating countries.
The Finnish Packaging Recycling RINKI
Ltd has awarded Wulff with a certificate
showing that the company handles the
recovery of the packages it supplies to
the market in compliance with directives,
acts and statutes.
Market Risks
The main market risks include megatrends
in the global economy, such as digital-
isation and responsibilty, the effect of
economic cycles and employment rates
on the demand of workplace proudcts
and services, as well as international
customer contracts. The impact of the
Coronavirus pandemic and restrictions
associated with containing the virus, have
far-reaching affects on the global and
local markets and customers' needs.
Changes in consumer preferences, such
as new trends in printing solutions, affect
development in the sector. International
pandemic or smaller epidemics, that
restrict traveling may have an impact
on demand of workplace products and
services as well as exhibition services.
Wulff Group keeps a close eye on
changes and develops and searches for
new products and services. The Group’s
broad range of products and services
reduces the risks caused by changing
consumer preference. The Company
prepares for economic downturns by
adjusting operations and expanding its
customer base.
Wulff Annual Report 2022 51
SHARES AND SHAREHOLDERS
SHARE CAPITAL
The parent company’s share capital of
EUR 2.65 million consists of 6,907,628
shares with one vote each and with no
par value. There were no changes in
share capital in 2022 or 2021.
AUTHORIZATIONS OF THE BOARD
OF DIRECTORS
Authorizing the Board of Directors to
decide on a Share Issue and the Special
Entitlement of Shares
The Annual General Meeting on April 8,
2022 authorised the Board to decide on
the issue of new shares, disposal of treas-
ury shares and/or the issue of special
rights referred to in Chapter 10, Section
1 of the Companies Act in the following
way: The authorisation entitles the Board
to issue a maximum of 1,300,000 shares,
representing approximately 20% of the
company’s current outstanding stock,
based on a single decision or several
decisions. This maximum number encom-
passes the share issue and the shares
issued on the basis of special rights. The
share issue may be subject to or exempt
from fees and may be carried out for the
company itself as provided in the law.
The authorisation remains in force until
April 30, 2023.
The authorisation entitles the Board to de-
viate from shareholders’ pre-emptive rights
as provided in the law (private place-
ment). The authorisation can be used to
carry out acquisitions or other business-re-
lated arrangements, to finance invest-
ments, to improve the company’s capital
structure, to support the implementation
of the company’s incentive scheme or for
other purposes as decided by the Board.
The authorisation includes the right to de-
cide on the way in which the subscription
price is entered in the company’s balance
sheet. The subscription price can be paid
in cash or as a non-cash contribution,
either partly or in full, or by offsetting the
subscription price with a receivable of the
subscriber. The Board of Directors has the
right to decide on other matters related to
the share issue. The Company did not use
the authorization in 2022 or 2021.
Authorizing the Board of Directors to de-
cide on the Repurchase of the Company’s
own Shares
The Annual General Meeting on April 8,
2022 authorised the Board of Directors
to resolve on the acquisition of maximum
300,000 own shares. The authorization
is effective until 30.4.2023. The author-
ization encompasses the acquisitions
of the own shares through the public
trading arranged by Nasdaq Helsinki
Ltd in pursuance of its rules or through a
purchase offer made to the shareholders.
The consideration paid for the acquired
shares must be based on the market
price. To carry out treasury share acqui-
sitions, derivative, stock loan and other
agreements may be made on the capital
market in accordance with the relevant
laws and regulations. The company
can acquire treasury shares to carry out
acquisitions or other business-related
arrangements, to improve the company’s
capital structure, to support the implemen-
tation of the company’s incentive scheme
or to be cancelled or disposed of. The
Board of Directors has the right to decide
on other matters related to the acquisition
of treasury shares. The Company used its
autorization as described under header
Treasury Shares in 2022 and 2021.
TREASURY SHARES
According to the Annual General Meet-
ing’s authorisation on April 8, 2022, the
Board of Directors decided in its organiz-
ing meeting to continue the acquisition of
its own shares, by acquiring a maximum
of 300,000 own shares by April 30,
2023.
The shares are acquired through pub-
lic trading on Nasdaq Helsinki Ltd in
a proportion other than that of current
shareholder holdings. The shares are
acquired at the market price quoted at
the time of the repurchase in accordance
with the rules regarding the acquisition
of company’s owns shares. According to
the authorisation, the treasury shares can
be acquired to carry out acquisitions or
other business related arrangements, to
improve the company’s capital structure,
to support the implementation of the
company’s incentive scheme or to be
cancelled or disposed of.
In 2022 own shares were aqcuired and
disposed of. During the last quarter the
Board of Directors of Wulff Group Plc
decided to start buy back its own shares
in accordance with the authorization
granted by the Annual General Meeting.
The repurchases started on October 26,
2022 and ended on November 29,
2022. Wulff Group Plc repurchased
66,812 shares at the market price quoted
through public trading on Nasdaq
Helsinki Ltd, in accordance with the rules
regarding the acquisition of company’s
owns shares. The acquired shares are
intended to be used to finance acquisi-
52 Wulff Annual Report 2022
tions and other arrangements according
to the company´s growth strategy. On
February 21, 2022 the Board of Directors
decided to transfer 10,000 own shares
to the CEO as renumeration for 2021
and in January 82,488 own shares were
transferred as a part of Carpentum Oys
purchase price.
During 2021 own shares were disposed.
On February 22, 2021 the Board of
Directors decided to dispose 7,000 of the
companys shares to the CEO as remuner-
ation for 2020.
At the end of December 2022, the Group
held 111,624 (137,260) own shares rep-
resenting 1.6% (2.0) of the total number
and voting rights of Wulff shares.
SHAREBASED PAYMENTS
The Group does not have any option
schemes currently in force. Wulff Group
Plc’s Board of Directors draws up the
rules for the share reward plans and
approves the key persons to be included
in the plan. On February 22, 2021 the
Board of Directors decided to establish
a share-based incentive scheme for the
CEO and on July 26, 2022 for the CFO.
More information is given in the Corpo-
rate Governance Statement and in Note
25 Related Party Information.
SHARE QUOTATION
Wulff Group Plc’s stock exchange history
started in October 2000 when the com-
pany’s share was first listed on the Helsinki
Stock Exchange’s NM list. On April 22,
2003, Wulff transferred its shares to the
main list, where they were listed in the
Consumer Discretionary sector. Until
February 2012, Wulff Group Plc’s shares
were listed on NASDAQ OMX Helsinki
in the Small Cap segment under the Con-
sumer Discretionary sector. In February
2012, the sector changed to the Industrial
Goods and Services sector.
Wulff shares’ trading code is WUF1V.
NASDAQ OMX Helsinki commenced
trading in round lots of one share on Sep-
tember 25, 2006. The share series’ ISIN
code used for international settlement of
securities is FI0009008452.
TRADING AND PRICE DEVELOPMENT
OF WULFF SHARES
In 2022, a total of 2,039,645
(6,403,381) Wulff shares were traded
which represents 29.8% (94.6) of the total
outstanding number of shares. The trading
was worth EUR 7,790,740 (25,279,930).
In 2022, the highest share price was EUR
5.20 (5.34) and the lowest price was
EUR 2.47 per share (2.90). At the end of
2022, the share was valued at EUR 3.29
(4.92) and the market capitalization of
the outstanding shares totalled EUR 22.4
million (33.3).
DIVIDEND POLICY
Wulff Group Plc follows an active
dividend policy. The goal is to distribute
around 50% of the period’s net profit
in dividend. The Board of Directors of
Wulff-Group has decided to propose to
the Annual General Meeting on April 5,
2022 that dividend of EUR 0.14 per share
be paid in two equal installments during
the second and last quarters of 2023,
for the financial year 2022 totalling EUR
1.0 million. Rest of the distributable funds
shall remain in the shareholders’ retained
earnings.
SHAREHOLDERS AND OWNERSHIP
STRUCTURE
Wulff Group Plc’s shares are registered in
the book-entry securities system main-
tained by Euroclear Finland Ltd. The most
significant shareholders and the owner-
ship structure are presented in the graphs
attached.
INSIDER REGULATIONS
Wulff Group Plc complies with applicable
EU regulations, especially the Market
Abuse Regulation (EU 596/2016,
“MAR”), and any regulation and guid-
ance given by the European Securities
Markets Authority (“ESMA”). Further, the
company complies with Finnish legisla-
tion, especially the Securities Markets Act
(746/2012, as amended) and the Finnish
Penal Code (39/1889, as amended),
including the insider and other guidelines
of Nasdaq Helsinki Ltd and the standards
and guidance of the Finnish Financial
Supervisory Authority (“FIN-FSA”) and
other authorities.
Wulff hasn’t maintained a list of perma-
nent insiders since July 3, 2016. Instead,
all persons involved with insider projects
will be listed as project-specific insiders.
Project-specific lists will be established
and maintained for each project or event
constituting inside information, based on
a separate decision. All persons work-
ing for Wulff, representatives of external
entities, stakeholders and authorities who
have information concerning an insider
project or have access to project-specific
inside information, as well as persons
who are working for the implementation
of an insider project, will be entered in a
project-specific insider list.
Preparation of periodic disclosure (annual
and half year financial statements, interim
reports, financial statements bulletins) or
regular access to unpublished financial
information is not regarded as an insider
project. However, due to the sensitive
nature of unpublished information on the
company’s financial results, the persons
determined by the company, based on
their position or access rights, to have au-
thorised access to unpublished financial
result information are added to a list of
Financial Information Recipients. Wulff
applies an absolute trading prohibition (a
‘closed window’ principle) during a pe-
riod beginning 30 calendar days before
the announcement of each of the periodic
financial reports and the year-end report
(the financial statements bulletin) and end-
ing at the end of the trading day following
the day of publication of such a report.
Wulff Annual Report 2022 53
MAJOR SHAREHOLDERS
DECEMBER 31, 2022
The shareholders information is based
on the shareholders’ register maintained
by Euroclear Finland Ltd. Shareholders
are grouped according to the known
direct holdings of individual shareholders,
individuals under their guardianship and
the shares held by associations where they
exercise authority and stated as aggre-
gate amounts and specified category. The
shareholdings of companies belonging to
the same group are stated both as aggre-
gate amounts and specified by category.
The list of major shareholders can be found
on the Group’s website at wulff.fi/en/.
Major shareholders December 31, 2022 Number of shares
% of shares
1 Vienola Heikki 2,520,000 36.5%
2 LähiTapiola 761,100 11.0%
Elo Mutual Pension Insurance Company 350,000 5.1%
LähiTapiola General Mutual Insurance Company 283,900 4.1%
Lähitapiola Mutual Life Assurance Company 127,200 1.8%
3 Nordea 317, 0 29 4.6%
Nordea Nordic Small Cap Equity Fund 296,128 4.3%
Nordea Life Assurance Finland 20,000 0.3%
Nordea Bank Plc 9 01 0.0%
4 TCF-Myynti Ltd 170,000 2.5%
5 Skandinaviska Enskilda Banken AB 136,141 2.0%
6 Wulff Group Plc 111 , 6 2 4 1.6%
7 Ågerfalk Veijo 69,018 1.0%
8 Varma Mutual Pension Insurance Company 67,984 1.0%
9 Laakkonen Mikko 64 ,185 0.9%
10 Tolppola Kim 61,721 0.9%
11 Salonen Jari 61,171 0.9%
12 Heikki Tervonen Oy 45,000 0.7%
13 Lindsay von Julin & Co Ab 42,000 0.6%
14 Ypyä Antti 41,563 0.6%
15 Progift Oy 41,162 0.6%
Total of 15 biggest shareholders 4,509,698 65.3%
Total of other shareholders 2,397,930 34.7%
Total number of shares 6,907,628 100.0%
- Own shares - 111, 6 2 4
Total number of outstanding shares
6,796,004
54 Wulff Annual Report 2022
SHAREHOLDERS BY GROUP AS OF DECEMBER 31, 2022
Owner groups Number of shareholders %
Number of shares %
Companies 95 3.5% 70 5 ,15 2 10.2%
Financial and insurance institutions 8 0.3% 740,292 10.7%
Public entities 2 0.1% 417,9 84 6.1%
Non-profit organisations 3 0.1% 310 0.0%
Private persons 2 601 95.1% 4,813,941 69.7%
Foreign shareholders 18 0.7% 6,010 0.1%
Nominee-registered shareholders 9 0.3% 223,939 3.2%
Total
2 736 100.0% 6,907,628 100.0%
SHAREHOLDERS BY THE NUMBER OF SHARES OWNED DECEMBER 31, 2022
Number of shares Number of shareholders %
Number of shares %
1-500 1 948 71.2% 301,211 4.4%
501-1000 353 12.9% 278,166 4.0%
1 001-10 000 379 13 . 9 % 1,061,805 15.4%
10 001-100 000 48 1.8% 1,202,435 17.4%
100 001- 8 0.3% 4,064,011 58.8%
Total
2 736 100.0% 6,907,628 100.0%
Wulff Annual Report 2022 55
INFORMATION FOR SHAREHOLDERS
ANNUAL GENERAL MEETING
2023
Wulff Group Plc’s Annual General Meet-
ing will be held on April, 5 2023 at 10.00
A.M. The meeting is held in the Wulff house
at Kilonkartanontie 3, Espoo.
The company's shareholders and their
representatives may attend the meeting and
exercise their shareholder rights only by
voting in advance and by submitting coun-
ter-proposals and questions in advance.
The meeting can be followed by remote
connection. The list of participants in the
Annual General Meeting and the results of
voting are determined solely on the basis of
advance voting. Instructions for participating
in the Annual General Meeting, submitting
counter-proposals and submitting questions
and voting in advance to shareholders have
been published by invitation to the Annual
General Meeting and are available on the
company's website www.wulff.fi/en/annu-
al-general-meeting/.
A shareholder who is registered in the
company's shareholder register maintained
by Euroclear Finland Ltd on Friday, March
24, 2023 has the right to participate in
the Annual General Meeting by voting in
advance. Advance voting will begin on
March 14, 2023 at 9:00 A.M., when the
deadline for submitting counter-proposals
for voting has expired and the company has
published any counter-proposals for voting
on the company's website. A shareholder
entered in the company's shareholder reg-
ister who wishes to participate in the Annual
General Meeting must vote in advance
no later than Monday, April 3, 2023 at
10:00 A.M., by which time the votes must
be received.
The holder of nominee-registered shares
has the right to participate in the Annual
General Meeting by voting in advance
on the basis of those shares that would
allow them to be entered in the shareholder
register maintained by Euroclear Finland Ltd
on the record date of the Annual General
Meeting on March 24, 2023. Participation
also requires that the shareholder be tem-
porarily entered in the shareholder register
maintained by Euroclear Finland Ltd on the
basis of these shares no later than March
31, 2023 at 10.00 A.M.
The owner of a nominee-registered share is
advised to request the necessary instruc-
tions from his / her custodian in good time
regarding temporary registration in the
shareholder register, issuance of proxies
and registration for the Annual General
Meeting. The custodian's account manager
must notify the owner of the nominee-reg-
istered share to be temporarily entered in
the company's shareholder register by the
above-mentioned date at the latest and
take care of voting on behalf of the nomi-
nee-registered shareholder.
DIVIDEND FOR 2022
The Board of Directors of Wulff Group Plc
proposes to the Annual General Meeting
that a dividend of EUR 0.14 per share in total
shall be paid for the financial year 2022 in
two equal instalments. The intial instalment of
the dividend approved by the Annual Gen-
eral Meeting will be paid on April 21, 2023,
to shareholders who have been registered in
the Company’s shareholder list maintained
by Euroclear Finland Ltd on the record date
of the dividend payment, April 12, 2023. The
second instalment will be paid on October
20, 2023, to shareholders who have been
registered in the Company’s shareholder list
maintained by Euroclear Finland Ltd on the
record date of the dividend payment, Octo-
ber 11, 2023.
FINANCIAL REPORTING 2023
Wulff Group Plc will release the following
financial reports in 2023:
Interim Report, January-March 2023
Monday April 24, 2023
Half-Year Report, January-June 2023
Monday July 17, 2023
Interim Report, January-September 2023
Monday October 23, 2023
Wulff Group Plc’s financial reports are pub-
lished in Finnish and English and they are
also available at www.wulff.fi/en. To re-
ceive Wulff Group Plc’s interim reports and
releases by email, shareholders can join the
company’s email distribution list by sending
a request by email to investors@wulff.fi.
CONTACT INFORMATION FOR
ORDERING THE ANNUAL REPORT
Wulff Group Plc
Kilonkartanontie 3, FI-02610
Espoo, Finland
tel: +358 300 870 414
email: investors@wulff.fi
The Annual Report is published as a PDF
document in Finnish and English. It can be
viewed at the Group’s website at
www.wulff.fi/en.
CONTACT PERSON FOR INVESTOR
RELATIONS
Group CEO
Elina Rahkonen
Kilonkartanontie 3
FI-02610 Espoo, Finland
tel: +358 300 870 414
mobile: +358 40 647 1444
email: elina.rahkonen@wulff.fi
56 Wulff Annual Report 2022
CONSOLIDATED FINANCIAL STATEMENT, IFRS
Wulff Annual Report 2022 57
CONSOLIDATED INCOME STATEMENT, IFRS
EUR 1000 | Note | Jan 1 - Dec 31, 2022 | Jan 1 - Dec 31, 2021 |
Net sales | 2, 4 | ||
Other operating income | 5 | ||
Materials and services | 6 | - | - |
Employee benefit expenses | 7 | - | - |
Other operating expenses | 8 | - | - |
Earnings before depreciation (EBITDA) | |||
Depreciation and amortization | 9 | - | - |
Operating profit (EBIT) | |||
Financial income | 10 | ||
Financial expenses | 10 | - | - |
Profit before taxes | |||
Income taxes | 11 | - | - |
Net profit/loss for the period | |||
| Attributable to: | |||
Equity holders of the parent company | |||
Non-controlling interests | |||
| Earnings per share for profit attributable to the equity holders of the parent | |||
| company: | |||
Earnings per share, EUR (diluted = non-diluted) | 12 |
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME, IFRS
EUR 1000 | Jan 1 - Dec 31, 2022 | Jan 1 - Dec 31, 2021 |
Net profit/loss for the period | ||
Other comprehensive income which may be reclassified to profit or loss subsequently (net of tax) | ||
Change in translation differences | - | |
Total other comprehensive income | - | |
Total comprehensive income for the period | ||
| Total comprehensive income attributable to: | ||
Equity holders of the parent company | ||
Non-controlling interests |
58 Wulff Annual Report 2022
CONSOLIDATED STATEMENT OF FINANCIAL POSITION, IFRS
EUR 1000 | Note | Dec 31, 2022 | Dec 31, 2021 |
| ASSETS | |||
| Non-current assets | |||
Goodwill | 13, 15 | ||
Intangible assets | 13 | ||
Property, plant and equipment | 13 | ||
| Non-current financial assets | |||
Long-term receivables from others | |||
Available-for-sale investments | |||
Deferred tax assets | 11 | ||
Total non-current assets | |||
| Current assets | |||
Inventories | 16 | ||
| Short-term receivables | |||
Loan receivables from others | |||
Trade receivables from others | 17 | ||
Other receivables | 17 | ||
Accrued income and expenses | 17 | ||
Cash and cash equivalents | 18 | ||
Total current assets | |||
TOTAL ASSETS |
EUR 1000 | Note | Dec 31, 2022 | Dec 31, 2021 |
| EQUITY AND LIABILITIES | |||
| Equity | |||
| Equity attributable to the equity holders of the parent company: | |||
Share capital | |||
Share premium fund | |||
Invested unrestricted equity fund | |||
Retained earnings | |||
Equity attributable to the equity holders of the parent company | |||
Non-controlling interests | |||
Total equity | 19, 20 | ||
| Non-current liabilities | |||
Interest-bearing liabilities | 21 | ||
Leasing liabilities | 21 | ||
Non-interest-bearing liabilities | 23 | ||
Deferred tax liabilities | 11 | ||
Total non-current liabilities | |||
| Current liabilities | |||
Interest-bearing liabilities | 21 | ||
Leasing liabilities | 21 | ||
Trade payables | 23 | ||
Advance payments | 23 | ||
Other liabilities | 23 | ||
Accrued income and expenses | 23 | ||
Total current liabilities | |||
TOTAL EQUITY AND LIABILITIES |
Wulff Annual Report 2022 59
CONSOLIDATED CASH FLOW STATEMENT, IFRS
EUR 1000 | Note | Jan 1 - Dec 31, 2022 | Jan 1 - Dec 31, 2021 |
| Cash flow from operating activities: | |||
Cash received from sales | |||
Cash received from other operating income | |||
Cash paid for operating expenses | - | - | |
Cash flow from operating activities before financial items and income taxes | |||
Interest paid | - | - | |
Interest received | |||
Income taxes paid | - | - | |
Cash flow from operating activities | |||
| Cash flow from investing activities: | |||
Investments in intangible and tangible assets | - | - | |
Acquisition of subsidiary company shares | - | - | |
Short-term invesments in other shares | - | ||
Proceeds from sales of intangible and tangible assets | |||
Repayments of loans receivable | |||
Cash flow from investing activities | - | - | |
| Cash flow from financing activities: | |||
Dividends paid | 20 | - | - |
Purchase of own shares | 19 | - | |
Changes in the shares of minority shareholders | 3 | - | |
Repayments of lease liabilities | - | - | |
Withdrawals and repayments of short-term loans | - | - | |
Withdrawals of long-term loans | |||
Repayments of long-term loans | - | - | |
Cash flow from financing activities | - | ||
Change in cash and cash equivalents | |||
Cash and cash equivalents at the beginning of the period | |||
Translation difference of cash | - | ||
Cash and cash equivalents at the end of the period | 18 |
60 Wulff Annual Report 2022
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY, IFRS
Equity attributable to equity holders of the parent company
| EUR 1000 | Note | Share capital | Share- | Fund for invested | Treasury | Translation | Retained | Total | Non-controlling | TOTAL |
| premium fund | non-restricted equity | shares | differences | earnings | interest | |||||
Equity on Jan 1, 2022 | - | - | ||||||||
| Net profit/loss for the period | ||||||||||
| Other comprehensive income*: | ||||||||||
Change in translation differences | - | - | - | - | ||||||
Comprehensive income * | - | |||||||||
| Transactions with the shareholders: | ||||||||||
Dividends paid | - | - | - | - | ||||||
Acquiistion of own shares | - | - | - | |||||||
Transfer of own shares | ||||||||||
Transactions with the shareholders total | - | - | - | - | ||||||
Equity on Dec 31, 2022 | 19 | - | - | |||||||
Equity on Jan 1, 2021 | - | - | ||||||||
| Net profit/loss for the period | ||||||||||
| Other comprehensive income*: | ||||||||||
Change in translation differences | - | |||||||||
Comprehensive income * | ||||||||||
| Transactions with the shareholders: | ||||||||||
Dividends paid | - | - | - | - | ||||||
Transfer of own shares | ||||||||||
Changes in ownership | - | - | - | |||||||
Transactions with the shareholders total | - | - | - | - | ||||||
Equity on Dec 31, 2021 | 19 | - | - |
* with tax impact included
Wulff Annual Report 2022 61Wulff Vuosikertomus 2022 61
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
62 Wulff Annual Report 2022
1. ACCOUNTING PRINCIPLES
Wulff Annual Report 2022 63
64 Wulff Annual Report 2022
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66 Wulff Annual Report 2022
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68 Wulff Annual Report 2022
Wulff Annual Report 2022 69
2. SEGMENT INFORMATION
NET SALES BY OPERATING SEGMENTS
EUR 1000 2022 2021
Contract Customers Segment
Sales to external customers 93 697 77 726
Intragroup sales to other segments 1 321 549
Total Contract Customers Segment
95 019 78 275
Expertise Sales Segment
Sales to external customers 8 473 12 698
Intragroup sales to other segments 39 19 0
Total Expertise Sales Segment
8 512 12 889
Group Services
Sales to external customers 1 0
Intragroup sales to other segments 1 280 1 139
Total Group Services
1 281 1 139
Intragroup eliminations between segments -2 640 -1 878
Total net sales 102 171 90 424
Revenue from any individual customer did not exceed 10 percent share of the consolidated revenue
in 2022 or 2021.
70 Wulff Annual Report 2022
RESULT BY OPERATING SEGMENTS 2022
EUR 1000
Contract Customers Expertise Sales
Group services and
non-allocated items
Eliminations Group
Net sales 95 019 8 512 1 281 -2 640 102 171
Expenses -90 100 -8 627 -896 3 665 -95 959
Earnings before depreciation (EBITDA)
4 919 - 115 385 1 024 6 213
Depreciations -687 -27 -487 -1 024 -2 224
Operating profit (EBIT)
4 233 -142 -102 0 3 988
Financial income (non-allocated) 20 20
Financial expenses (non-allocated) -735 -735
Profit before taxes
4 233 -142 - 817 0 3 273
2. SEGMENT INFORMATION
RESULT BY OPERATING SEGMENTS 2021
EUR 1000
Contract Customers Expertise Sales
Group services and
non-allocated items
Eliminations Group
Net sales 78 275 12 889 1 139 -1 878 90 424
Expenses -75 317 -12 061 3 009 3 072 -81 297
Earnings before depreciation (EBITDA)
2 958 828 4 148 1 194 9 128
Depreciations -505 -27 -462 -1 194 -2 188
Operating profit (EBIT)
2 453 801 3 686 0 6 940
Financial income (non-allocated) 53 53
Financial expenses (non-allocated) -441 -441
Profit before taxes
2 453 801 3 298 0 6 552
Wulff Annual Report 2022 71
GEOGRAPHICAL INFORMATION
Wulff Group companies are located in the
Nordic countries. According to IFRS 8, the
consolidated net sales are presented by the
geographical location of both the group
companies and the customers. Non-current
assets of the group companies located in
different countries consist of goodwill as
well as other intangible and tangible assets.
As required by IFRS 8, these geographical
segments’ assets do not include non-current
financial assets and deferred tax assets.
NET SALES BY GROUP COMPANIES’ LOCATIONS
EUR 1000 2022 2021
Sweden 22 530 22% 20 805 23%
Norway 12 083 12 % 10 572 12 %
Denmark 1 163 1% 496 1%
Net sales between countries -7 234 -7% -5 944 -7%
Net sales total
102 171 100% 90 424 100%
NET SALES BY CUSTOMERS’ LOCATIONS
EUR 1000 2022 2 021
Sweden 15 860 16% 10 688 12 %
Norway 12 409 12 % 15 593 17 %
Denmark 1 498 1% 855 1%
Estonia 78 0% 2 406 3%
Other European countries 810 1% 458 1%
Other countries 585 1% 457 1%
Net sales total
102 171 100% 90 424 100%
EUR 1000 2022 2021
Sweden 4 399 21 % 4 830 25%
Norway 1 0% 1 0%
Total non-current assets
20 521 100% 19 3 95 100%
2. SEGMENT INFORMATION
72 Wulff Annual Report 2022
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74 Wulff Annual Report 2022
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76 Wulff Annual Report 2022
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78 Wulff Annual Report 2022
Wulff Annual Report 2022 79
12. EARNINGS PER SHARE
2022 2 021
Profit for the period attributable to the equity holders of the parent company, EUR 1000 3 052 5 896
/ Weighted average number of shares; diluted = non-diluted (1,000 shares) 6 852 6 769
Earnings per share (EPS); Diluted = non-diluted, EUR 0.45 0.87
80 Wulff Annual Report 2022
Wulff Annual Report 2022 81
82 Wulff Annual Report 2022
Wulff Annual Report 2022 83
84 Wulff Annual Report 2022
15. GOODWILL ALLOCATION AND IMPAIRMENT TEST
Consolidated goodwill is not amortized systemat-
ically but their book values are tested for possible
impairment at least annually and additionally
when the management has noted signs of possi-
ble impairment, e.g. due to decreased profitabil-
ity performance. Wulff Group tests its goodwill
values separately for each cash-generating unit.
Changes in goodwill during the financial period
are presented in Note 13 where all intangible
assets are presented.
In goodwill impairment tests the carrying amount
is compared to the unit’s discounted present val-
ue of the recoverable cash flows i.e. the value in
use, where the previous profit performance level,
the next year’s budget as well as the sales and
profit estimates for future years are considered.
The testing calculations’ five-year estimate
period consists of the budget year and the
following four estimate years where a moder-
ate, approximately two-percent annual growth
is estimated in each business areas. After this
five-year estimate period, the so-called eternity
value is based on a 1.0%-point growth assump-
tion. The budgets and later years’ estimates used
in the testing are carefully estimated and the
growth expectations are moderate considering
also the impacts of economic slowdown. The
assets tested include goodwill together with that
cash-generating unit’s other assets and working
capital.
The discount factor in the impairment tests is
based on weighted average cost of capital
(WACC) before taxes. Weighted average cost
of capital represents the overall expense of both
equity and external loan financing, taking into
account also the different return expectations
and special risks related to different assets. The
discount rate was based on reference groups’
equity structure, balance sheets, and annual
financial data.
Goodwill for the Finnish workplace products
and services business was EUR 3.5 million
(3.5) arising from the acquisition of Wulff Oy
Ab on December 31, 2022. The assets tested
totalled approximately EUR 8.8 million (7.9).
The discounted value-in-use is approximately
EUR 11.2 million. According to the management,
the key factors in the testing calculations are the
moderate growth and retaining the customer
profitability, logistics’ cost management and
synergies from Nordic purchase cooperation in
office supplies.
Goodwill for the Scandinavian workplace
products and services business was EUR 1.4
million (1.6) arising from the acquisition of Wulff
Supplies AB. The assets tested totalled approxi-
mately EUR 6.7 million (6.7) and the discounted
value-in-use is approximately EUR 8.6 million.
According to the management, the key factors in
the testing calculations are the moderate growth
and retaining the customer profitability, logistics’
cost management and synergies from Nordic
purchase cooperation in office supplies.
The goodwill arising from the acquisition of
Wulff Entre Oy operating in exhibition and event
services totalled EUR 1.7 million (1.7) and the
assets tested totalled approximately EUR 1.3
million (1.7). The discounted value-in-use is
approximately EUR 4.0 million. The manage-
ment's estimate is based on My Remote Studio-
and Exhibiiton on Demand -service concepts'
continued sales development in line with the
develpoment in 2022 and in the gradual recov-
ery of the international exhibition business to the
pre-pandemic level.
The goodwill arising from the Canon Business
Center printing services related to the work-
place products and services business, i.e. the
acquisition of Mavecom Palvelut Oy, totalled
EUR 1.4 million (1.4) and the assets tested
totalled approximately EUR 1.5 million (1.5). The
discounted value-in-use is approximately EUR
1.9 million.
Goodwill for the financial management services,
arising from the acquisition of Carpentum Oy
totalled EUR 0.8 million and the assets tested
totalled approximately EUR 0.7 million. The
discounted value-in-use is approximately EUR
2.3 million.
SENSITIVITY ANALYSIS IN IMPAIR -
MENT TESTING
The key assumptions used in determining value
in use are defined by the Group Management.
The most important assumptions are
• discount rate
• average EBITDA margin
(EBITDA/Net sales).
Sensitivity analyses have been made on the
assumption that the average EBITDA margin will
decrease or that the discount rate will increase.
The table below presents a change in the key
assumption which (with other assumptions re-
maining unchanged) would cause the recovera-
ble amount to equal the carrying amount.
EUR 1000 2022 2 021
Contract Customers segment:
Workplace products and services / Finland (Wulff Oy Ab) 3 500 3 500
Workplace products and services / Scandinavia (Wulff Supplies AB) 1 442 1 565
Exhibition services (Wulff Entre Oy) 1 671 1 671
Office supplies / Printing services (Mavecom Palvelut Oy) 1 424 1 424
Financial management services (Carpentum Oy) 783 -
Goodwill total 8 820 8 160
Wulff Annual Report 2022 85
15. GOODWILL ALLOCATION AND IMPAIRMENT TEST
Dec 31, 2022 Dec 31, 2021
Workplace products and services, Finland Used value Change Used value Change
Discount rate
14.2% increase of 6.0 percentage points 8.5% increase of 9.2 percentage points
Average EBITDA, % of sales 5.3% decrease of 1.8 percentage points 5.2% decrease of 2.6 percentage points
Workplace products and services, Scandinavia Used value Change Used value Change
Discount rate
12.6% increase of 3.6 percentage points 9.5% increase of 3.0 percentage points
Average EBITDA, % of sales 4.6% decrease of 1.1 percentage points 4.4% decrease of 0.9 percentage points
Exhibition services Used value Change Used value Change
Discount rate
14.4% increase of 31.7 percentage points 8.6% increase of 38.0 percentage points
Average EBITDA, % of sales 7. 9 % decrease of 5.3 percentage points 10.8% decrease of 8.5 percentage points
Printing services Used value Change Used value Change
Discount rate
14.8% increase of 4.0 percentage points 8.7% increase of 9.4 percentage points
Average EBITDA, % of sales 12.7% decrease of 3.2 percentage points 12.2% decrease of 6.2 percentage points
Financial management services Used value Change Used value Change
Discount rate
14.7% increase of 34.6 percentage points
Average EBITDA, % of sales 21.9 % decrease of 14.9 percentage points
86 Wulff Annual Report 2022
Wulff Annual Report 2022 87
88 Wulff Annual Report 2022
20. DISTRIBUTABLE FUNDS AND DIVIDEND DISTRIBUTION
Wulff Annual Report 2022 89
90 Wulff Annual Report 2022
Wulff Annual Report 2022 91
92 Wulff Annual Report 2022
Wulff Annual Report 2022 93
23. LONG AND SHORT -TERM NON TERM NON-INTERESTBEARING LIABILITIES -BEARING LIABILITIES
MATURITY OF SHORTTERM NON SHORT-TERM NON-INTEREST INTEREST-
BEARING LIABILITIES
EUR 1000 2022 2 021
Due within one month 12 892 12 949
Due 1 month to 6 months 5 456 5 486
Due from 6 months to 1 year 247 1 004
Due from 1 year to 5 years 6 44
Total
18 601 19 484
94 Wulff Annual Report 2022
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96 Wulff Annual Report 2022
BUSINESS TRANSACTIONS WITH RELATED PARTIES
EUR 1000 2022 2 021
Sales to related parties 94 186
Purchases from related parties 115 114
Wulff Annual Report 2022 97
PARENT COMPANY’S FINANCIAL STATEMENT, FAS
98 Wulff Annual Report 2022
Wulff Annual Report 2022 99
PARENT COMPANY’S INCOME STATEMENT, FAS
EUR Note Jan 1 - Dec 31, 2022 Jan 1 - Dec 31, 2021
Net sales 2 431 894.00 371 872.12
Other operating income 3 59 714.20 178 419.97
Personnel expenses 4 -593 303.50 -588 058.47
Other operating expenses 5 -70 112.21 -243 460.85
Depreciation and amortization according to plan 6 -159 115.25 -159 007.43
Operating profit/loss
-330 922.76 -440 234.66
Financial income 7 829 469.40 1 343 917.55
Financial expenses 7 -564 518.61 -398 389.10
Profit/Loss before appropriations
-65 971.97 505 293.79
Appropriations 8 75 4 013.14 509 923.02
Profit/Loss before taxes
688 041.17 1 015 216.81
Income taxes 9 -26 703.35 20 557.36
Net profit/loss for the period 661 337.82 1 035 774.17
100 Wulff Annual Report 2022
PARENT COMPANY'S BALANCE SHEET, FAS
EUR Note Dec 31, 2022 Dec 31, 2021
ASSETS
FIXED ASSETS
Intangible assets
Trademarks 10 1 350 000.00 1 500 000.00
Tangible assets
Machinery and equipment 10 4 150.69 5 176.83
Other tangible assets 10 45 202.32 51 982.68
Investments
Shares in Group companies 11 17 669 513.31 16 755 110.02
Other shares and holdings 250 850.00 -
Non-current receivables
Non-current receivables from Group companies 12 3 514 793.72 4 431 067.15
Deferred tax receivables 9 3 678.80 30 382.15
TOTAL FIXED ASSETS
22 838 188.84 22 773 718.83
CURRENT ASSETS
Current receivables
Trade receivables 30 557.92 36 641.92
Receivables from Group companies 12 939 736.97 625 579.97
Prepaid expenses and accrued income 13 42 595.53 47 465.41
Current receivables total
1 012 890.42 709 687.30
Cash and cash equivalents 14 625 976.96 339 111.03
TOTAL CURRENT ASSETS 1 638 867.38 1 048 798.33
TOTAL ASSETS 24 477 056.22 23 822 517.16
PARENT COMPANY’S BALANCE SHEET, FAS
EUR Note Dec 31, 2022 Dec 31, 2021
EQUITY AND LIABILITIES
SHAREHOLDERS´ EQUITY
Share capital 15 2 650 000.00 2 650 000.00
Share premium fund 15 7 889 591.50 7 889 591.50
Treasury shares 15 -331 804.16 -342 574.65
Invested unrestricted equity fund 15 676 051.20 676 051.20
Retained earnings 15 651 853.74 293 363.12
Net profit for the financial year 15 661 337.82 1 035 774.17
TOTAL SHAREHOLDERS´ EQUITY 15 12 197 030.10 12 202 205.34
EUR Note Dec 31, 2022 Dec 31, 2021
LIABILITIES
Non-current liabilities
Loans from credit institutions 16 8 372 669.90 6 856 683.54
Other non-interest bearing liabilities 17 - 224 628.92
Total Non-current liabilities
8 372 669.90 7 081 312.46
Current liabilities
Loans from credit institutions 16 2 484 013.64 1 875 159.40
Trade payables 11 466.76 26 259.35
Amounts owed to group companies 18 1 014 061.98 2 257 552.21
Other liabilities 17 260 048.40 214 378.87
Accrued liabilities and deferred income 19 137 765.44 165 649.53
Total current liabilities
3 907 356.22 4 538 999.36
TOTAL LIABILITIES 12 280 026.12 11 620 311.82
TOTAL EQUITY AND LIABILITIES 24 477 056.22 23 822 517.16
Wulff Annual Report 2022 101
PARENT COMPANY’S BALANCE SHEET, FAS PARENT COMPANY CASH FLOW STATEMENT
EUR 1000 Jan 1 - Dec 31, 2022 Jan 1 - Dec 31, 2021
CASH FLOW FROM OPERATIONS:
Payments received from sales 463 405
Payments received from other operating income 60 178
Amounts paid for operating expenses -535 -620
CASH FLOW FROM BUSINESS OPERATIONS BEFORE FINANCIAL ITEMS AND TAXES
-13 -36
Interests and other financial costs paid -298 -130
Interest received from operations 18 8 234
Dividend received from operations
551 1 090
CASH FLOW FROM OPERATIONS
428 1 158
CASH FLOW FROM INVESTMENT ACTIVITIES:
Investments in intangible and tangible assets -1 -2
Acquisition of shares in subsidiaries -709 - 6 627
Investments in other shares -251 -
Loans granted -1 256 1 208
Loan receivables repaid 844 808
CASH FLOW FROM INVESTMENT ACTIVITIES
-1 374 -4 612
CASH FLOW FROM FINANCIAL ACTIVITIES:
Dividend distribution paid -892 - 812
Purchase of own shares -220 -
Changes in the shares of minority shareholders - -54
Group contributions received 510 1 170
Group balance accounts (net) -290 - 2 214
Withdrawals of long-term loans 4 000 6 800
Repayments of long-term loans -1 875 -1 096
CASH FLOW FROM FINANCIAL ACTIVITIES 1 232 3 793
CHANGE IN CASH AND CASH EQUIVALENTS 287 338
CASH AND CASH EQUIVALENTS ON JANUARY 1 339 1
CASH AND CASH EQUIVALENTS ON DECEMBER 31 626 339
NOTES TO THE PARENT COMPANY’S FINANCIAL STATEMENTS
102 Wulff Annual Report 2022
Wulff Annual Report 2022 103
1. ACCOUNTING PRINCIPLES
Wulff Group Plc’s financial statements are prepared in accordance with the Finnish account-
ing legislation whereas the consolidated financial statements are prepared according to IFRS
standards. The accounting principles applied in the consolidated financial statements are
described in the notes of the consolidated financial statements.
All figures are presented as thousands of euros and have been rounded to the nearest thou-
sand euros. Therefore the total sums do not necessarily fully reconcile to the sum of individual
figures.
Statutory pensions are taken care of in an external pension company and pensions are
expensed when incurred.
Income taxes are booked based on the Finnish tax and accounting regulations.
2. NET SALES
Net sales consist of sales income deducted by value added taxes and discounts. Service
income is recognized upon the delivery of the service. Parent company’s net sales consist of
only administrational services in Finland.
3. OTHER OPERATING INCOME
EUR 1000 2022 2 021
Rental income 36 12 6
Other 24 53
Total
60 178
Non-current intangible and tangible assets are valued in their acquisi-
tion prices deducted by depreciations according to plan.
THE AMORTIZATION AND DEPRECIATION TIMES ACCORDING
TO PLAN ARE:
Trademarks: 20 year straight-line basis
IT equipment: 3 years straight-line basis
Other machines and equipment: 3-8 years straight-line basis
Other tangible assets: 5-10 years straight-line basis
104 Wulff Annual Report 2022
4. PERSONNEL EXPENSES
Information about the management’s
employment benefits and loans is pre-
sented in Note 25 of the Consolidated
Financial Statements. Information on
related party shareholdings is present-
ed under Board and Management.
EUR 1000 2022 2 021
Salaries, wages and fees 460 470
Pension expenses 80 86
Other personnel expenses 7 9
Share-based incentives 46 23
Total
593 588
5. OTHER OPERATING EXPENSES
EUR 1000 2022 2 021
Travel and car expenses 12 4
ICT expenses 9 11
Marketing, PR and entertainment expenses 43 67
Fees to auditors * 8 8
Bank expenses 75 63
Other -77 91
Total
70 243
* Fees to auditors:
EUR 1000 2022 2 021
Audit 8 8
Tax services - -
Other services - -
Total
8 8
Average number of employees in accounting period 3 3
Personnel at the end of period 3 3
Wulff Annual Report 2022 105
6. AMORTIZATION AND DEPRECIATION
DURING THE FINANCIAL YEAR
EUR 1000 2022 2 021
Amortization of intangible assets:
Trademarks 15 0 15 0
Total amortization of intangible assets
15 0 15 0
Depreciation of tangible assets:
Machinery and equipment 9 9
Total depreciation of tangible assets
9 11
Total amortization and depreciation 159 159
7. FINANCIAL INCOME AND
EXPENSES
EUR 1000 2022 2 021
Financial income:
Dividends from group companies 551 1 090
Other interest and financial income from
group companies
273 251
Other interest and financial income from others 5 3
Total
829 1 344
Financial expenses:
Interest expenses to group companies -163 -148
Interest expenses to others -307 -206
Foreign exchange losses -74 - 31
Other financial expenses - 21 - 14
Total
-565 -398
Financial income and expenses total 265 946
8. APPROPRIATIONS
EUR 1000 2022 2 021
Appropriations: group contributions received 754 510
Total
754 510
9. INCOME TAXES
EUR 1000 2022 2 021
Change in deferred tax asset -27 21
Total
-27 21
INCOME TAXES IN THE INCOME STATEMENT:
EUR 1000 2022 2 021
Deferred tax receivables 4 30
Total
4 30
INCOME TAXES IN THE BALANCE SHEET:
106 Wulff Annual Report 2022
10. INTANGIBLE AND TANGIBLE ASSETS
2022
Trademarks Intangible assets total Other tangible assets Machinery and equipment Tangible assets total
Acquisition cost, Jan 1 3 000 3 000 67 9 76
Additions 1 1
Acquisition cost, Dec 31
3 000 3 000 67 10 77
Accumulated depreciation and impairment, Jan 1 -1 500 -1 500 - 15 -4 - 19
Depreciation during the period -150 -150 -7 -2 -9
Accumulated depreciation and impairment, Dec 31
-1 650 -1 650 -22 -6 -28
Book value, Jan 1 1 500 1 500 52 5 57
Book value, Dec 31 1 350 1 350 45 4 49
2 021
Trademarks Intangible assets total Other tangible assets Machinery and equipment Tangible assets total
Acquisition cost, Jan 1 3 000 3 000 67 18 4 2 51
Additions 2 2
Disposals - 177 -177
Acquisition cost, Dec 31
3 000 3 000 67 9 76
Accumulated depreciation and impairment, Jan 1 -1 350 -1 350 -8 - 178 -187
Depreciation during the period -150 -150 -7 -2 -9
Disposals' cumulative depreciations 177 17 7
Accumulated depreciation and impairment, Dec 31
-1 500
-1 500
- 15 -4
- 19
Book value, Jan 1 1 650 1 650 59 6 65
Book value, Dec 31 1 500 1 500 52 5 57
Wulff Annual Report 2022 107
11. SHARES IN GROUP COMPANIES
EUR 1000 2022 2 021
Acquisition cost, Jan 1 21 019 14 529
Additions 914 6 490
Acquisition cost, Dec 31
21 934 21 019
Accumulated depreciation and impairment, Jan 1 -4 264 -4 264
Accumulated depreciation and impairment, Dec 31 -4 264 -4 264
Book value, Jan 1 16 755 10 265
Book value, Dec 31 17 670 16 755
12. RECEIVABLES FROM GROUP COMPANIES
EUR 1000 2022 2 021
Non-current:
Capital loans 1 130 1 780
Other loans 2 385 2 651
Non-current receivables total
3 515 4 431
Current:
Trade receivables 37 55
Other receivables 14 9 60
Accrued income and expenses 754 510
Current receivables total
940 626
Receivables from group companies total 4 455 5 057
On January 4, 2022, Wulff Group Plc aquired
Carpentum Oy for EUR 0.9 million, of which EUR
0.4 was paid by transferring 82,448 Wulff's
own shares and the remaining EUR 0.5 million
was paid in cash.
On May 3, 2021, Wulff Group Plc acquired
workplace products and services expert Staples
Finland Oy, and its Finnish parent company
EMO Finland Oy for EUR 6.0 million.
108 Wulff Annual Report 2022
13. PREPAID EXPENSES AND
ACCRUED INCOME
EUR 1000 2022 2 021
Accruals for employee benefits 3 2
Other accruals 40 46
Total
43 47
14. CASH AND CASH
EQUIVALENTS
EUR 1000 2022 2 021
Carrying amount, Jan 1 339 1
Additions during the financial year 287 338
Total
626 339
15. EQUITY
EUR 1000 2022 2 021
Share capital as of Jan 1 2 650 2 650
Share capital as of Dec 31 2 650 2 650
Share premium fund as of Jan 1 7 889 7 889
Share premium fund as of Dec 31 7 889 7 889
Invested unrestricted equity fund as of Jan 1 676 676
Invested unrestricted equity fund as of Dec 31 676 676
Treasury shares as of Jan 1 -343 -360
Acquisitions of treasury shares*
-220 -
Transfer of treasury shares*
231 17
Treasury shares as of Dec 31
-332 -343
Retained earnings from previous financial
years as of Jan 1
1 329 1 100
Dividend distribution -892 - 812
Transfer on treasury shares* 215 6
Retained earnings from previous financial
years as of Dec 31
652 293
Net profit for the financial year 6 61 1 036
Retained earnings total as of Dec 31
1 313 1 329
Equity total as of Dec 31 12 19 7 12 202
Distributable funds in euros as of Dec 31 31.12.2022 31.12.2021
Invested unrestricted equity fund 676 051.20 676 051.20
Treasury shares* -331 804.16 -342 574.65
Retained earnings from previous financial years 651 853.74 293 363.12
Net profit for the financial year 661 337.82 1 035 774.17
Distributable funds total
1 657 438.60 1 662 613.84
*In 2022 the Board of Directors of Wulff Group Plc decided to start buying back its own shares in
accordance with the authorization granted by the Annual General Meeting. The repurchases started
on October 26, 2022 and ended on November 29, 2022. Wulff Group Plc repurchased 66,812
shares at the market price quoted through public trading on Nasdaq Helsinki Ltd, in accordance
with the rules regarding the acquisition of company’s owns shares. The acquired shares are intended
to be used to finance acquisitions and other arrangements according to the company's growth strategy. In 2022, 82,488 own shares were transferred as a part of Carpentum Oy's purchase price and 10,000 own shares in
accordance with the decision of the Board of Directors on February 21, 2022 and in 2021, 7,000 treasury shares were transferred in accordance with the decision of the Board of Directors on February 22, 2021, of which
more information is provided in Note 25 Related parties. At the end of December 2022, the Group held 111,624 (137,260) own shares representing 1.6% (2.0) of the total number and voting rights of Wulff shares.
Wulff Annual Report 2022 109
15. EQUITY
16. INTERESTBEARING LIABILITIES
PAYMENT SCHEDULE FOR THE LOANS
Book value Payment schedule (years):
EUR 1000 Dec 31, 2022 2023 2024 2025 2026 2027 Later
Non-current
Loans from financial institutions 8 373 2 337 2 288 1 786 978 984
Total
8 373 2 337 2 288 1 786 978 984
Current
Loans from financial institutions 2 484 2 484
Total
2 484 2 484
17. OTHER LONGTERM AND SHORTTERM NONINTEREST BEARING
LIABILITIES
EUR 1000 2022 2 021
Other long-term non-interest bearing liabilities - 225
Other short-term non-interest bearing liabilities 221 19 5
Total
2 21 419
On August 14, 2018, Wulff Group Plc
a cquired the entire share capital of Mavecom
Palvelut Oy that specializes in printing solutions.
The preliminary purchase price for the share
capital of Mavecom was approximately EUR
1.5 million. The purchase prices consisted of
directed share issue and additional price to be
paid in cash:
With the authorization granted by the Annual
General Meeting to the Board of Directors,
Wulff Group Plc carried out a directed share
issue of 300,000 shares to the owners of
Mavecom Palvelut Ltd. The value of the new
shares was approximately EUR 0.5 million.
The share subscription price corresponded
to the volume weighted average price of
the company’s shares quoted on NASDAQ
OMX Helsinki Ltd (”Helsinki Stock Exchange”)
between May 1, 2018 and July 31, 2018. The
directed share issue increased Wulff Group
Plc’s invested unrestricted equity by EUR 0.5
million.
The final additional purchase price of the
shares will be paid in cash based on the profit-
ability of Mavecom Palvelut Oy’s business dur-
ing 2018-2022. No limit has been set for the
additional purchase price. The unpaid portion
of the additional purchase price is presented
in non-interest-bearing short-term liabilities
EUR 0.2 million. During financial year 2022
EUR 195 thousand (192) was paid in cash of
the acquisition. The additional purchase price
is paid yearly on the basis of the approved
financial statements of the subsidiary.
Loans from financial institutions include a short-term bank account credit limit.
110 Wulff Annual Report 2022
18. AMOUNTS OWED TO GROUP
COMPANIES
EUR 1000 2022 2 021
Accounts payable 25 12
Other short-term liabilities 990 2 246
Total
1 014 2 258
19. ACCRUED LIABILITIES AND
DEFERRED INCOME
EUR 1000 2022 2 021
Accruals for employee benefits 96 13 3
Interest accruals 42 33
Other accruals - -
Total
138 16 6
20. COMMITMENTS
EUR 1000 2022 2 021
Mortgages and guarantees on own behalf
Subsidiary shares pledged as security for own
liabilities
15 090 15 090
Own business mortgages given as quarantee for
own liabilities
5 600 5 600
Mortgages and guarantees on behalf of subsidiaries
Guarantees for the loans of subsidiaries 234 234
Pledges and guarantees given for the group
companies' off-balance sheet commitments
(rents, customs etc)
580 580
Subsidiary shares pledged as security for group’s liabilities are presented as book values
and they consist of Wulff Entre Oy (2 502 thousand euros), S Supplies Holding AB (1
097), Wulff Oy Ab (3 500), Mutual Real Estate Company Kilonkallio 1 (1 556) and Wulff
Finland Oy (6 435).
Wulff Group Plc has pledged the Wulff Supplies AB’s loan from Nordea to Nordea raised
on 9.1.2019. The loan was raised to acquire the subsidiary’s logistic center on 9.1.2019.
Wulff Annual Report 2022 111
EUR 1000 2022 2 021
Mortgages and guarantees on own behalf
Subsidiary shares pledged as security for own
liabilities
15 090 15 090
Own business mortgages given as quarantee for
own liabilities
5 600 5 600
Mortgages and guarantees on behalf of subsidiaries
Guarantees for the loans of subsidiaries 234 234
Pledges and guarantees given for the group
companies' off-balance sheet commitments
(rents, customs etc)
580 580
SIGNATURES TO THE FINANCIAL STATEMENTS AND
REPORT OF THE BOARD OF DIRECTORS
Signatures of the Board and Group CEO to the Financial Statements
Espoo, March 9, 2023
Elina Rahkonen
CEO
Kari Juutilainen Lauri Sipponen
Chairman of the Board Member of the Board
Jussi Vienola Kristina Vienola
Member of the Board Member of the Board
Auditor’s note
We have today submitted the report on the conducted audit.
Espoo, March 9, 2023
BDO Oy,
Authorized Public Accountant Firm
Juha Selänne
Authorized Public Accountant
112 Wulff Annual Report 2022
AUDITOR’S REPORT
(TRANSLATION OF THE FINNISH ORIGINAL)
To the Shareholder's Meeting of Wulff-
Yhtiöt Oyj
Report on the Audit of Financial
Statements
Opinion
We have audited the financial statements
of Wulff-Yhtiöt Oyj (business identity
code 1454963-5) for the year ended
31 December, 2022. The financial state-
ments comprise the consolidated balance
sheet, statement of comprehensive income,
statement of changes in equity, statement of
cash flows and notes, including a summary
of significant accounting policies, as well
as the parent company’s balance sheet,
income statement, statement of cash flows
and notes.
In our opinion
• the consolidated financial statements
give a true and fair view of the group’s
financial position, financial perfor-
mance and cash flows in accordance
with International Financial Reporting
Standards (IFRS) as adopted by the EU
• the financial statements give a true and
fair view of the parent company’s finan-
cial performance and financial position
in accordance with the laws and
regulations governing the preparation
of financial statements in Finland and
comply with statutory requirements.
Our opinion is consistent with the additional
report submitted to the Board of Directors.
Basis for Opinion
We conducted our audit in accordance
with good auditing practice in Finland. Our
responsibilities under good auditing prac-
tice are further described in the Auditor’s
Responsibilities for the Audit of Financial
Statements section of our report.
We are independent of the parent compa-
ny and of the group companies in accord-
ance with the ethical requirements that are
applicable in Finland and are relevant to
our audit, and we have fulfilled our other
ethical responsibilities in accordance with
these requirements.
In our best knowledge and understand-
ing, the non-audit services that we have
provided to the parent company and
group companies are in compliance with
laws and regulations applicable in Finland
regarding these services, and we have not
provided any prohibited non-audit services
referred to in Article 5(1) of regulation (EU)
537/2014.
We have not provided to the parent com-
pany and group companies other services
than audit services.
We believe that the audit evidence we
have obtained is sufficient and appropriate
to provide a basis for our opinion.
Key Audit Matters
Key audit matters are those matters that, in
our professional judgment, were of most
significance in our audit of the financial
statements of the current period. These
matters were addressed in the context of
our audit of the financial statements as a
whole, and in forming our opinion thereon,
and we do not provide a separate opinion
on these matters.
We have also addressed the risk of man-
agement override of internal controls. This
includes consideration of whether there
was evidence of management bias that
represented a risk of material misstatement
due to fraud.
Key audit matter in the audit of the
group - Valuation of inventories
We refer to the Basis for Preparation of the
consolidated financial statements and to
the note 16 of the consolidated financial
statements.
The inventory balance in the consolidated
statement of financial position amounted to
EUR 14.1 million.
• Inventories are measured at the lower
of cost and net realizable value or
repurchase price in the financial state-
ments.
• The Group’s business and the nature of
industry in which the Group operates
require maintaining a certain level
of inventories and product range.
Inventories may include slow-moving
items. This also increases the risk that
the carrying amounts of inventory items
exceed their net realizable values or
repurchase price.
• This matter is a significant risk of
material misstatement referred to in EU
Regulation No 537/241, point (c) of
Article 10(2).
How our audit addressed the Key Audit
Matter
• We tested manual and automatic con-
trols designed to ensure the accuracy
of inventory pricing and performed
substantive procedures.
• Using data analytics, we compared the
products’ inventory values at the year
end to product revenues received and
reviewed possible negative margins
and the reasons to the negative mar-
gins.
• We analyzed inventory turnover figures
and the development in the slow mov-
ing stock.
• We tested the adequacy of the write-
downs at the financial year end, for
example by comparing the develop-
ment of the amount of the stock items
with low turnover rates to the prior year
and by comparing products’ values to
changed market values.
Wulff Annual Report 2022 113
Key audit matter in the audit of the
group - Impairment of goodwill
We refer to the Basis for Preparation of the
consolidated financial statements and to the
note 15.
• The value of goodwill in the consoli-
dated balance sheet amounted to EUR
8.8 million.
• Goodwill is not amortized, but is tested
annually for impairment. An impairment
loss is recognized when the carrying
amount of an asset exceeds its recov-
erable amount.
• Determination of the key assumptions
in future cash flow forecasts underlying
the impairment tests requires manage-
ment make judgements over certain
key inputs, for example discount rate,
growth rates and profitability levels.
• This matter is a significant risk of
material misstatement referred to in EU
Regulation No 537/241, point (c) of
Article 10(2).
How our audit addressed the Key Audit
Matter
• We assessed the allocation basis, i.e.
the allocation of goodwill to the tested
cash-generating units complies with the
allocations principles defined by the
company.
• We evaluated the reliability of the
Group’s business plans and budgeting
procedures and assessed the historical
accuracy of forecasts by comparing
the actual results for the year 2022 with
the forecasts made in previous years.
• We involved our own valuation spe-
cialist when assessing the assumptions
used in determining the discount rate to
market and industry information.
• Furthermore, we considered the
accuracy of sensitivity analysis and the
appropriateness of the notes in respect
of impairment testing.
Key audit matter in the audit of the
parent company - Valuation of the
subsidiary shares and long-term
receivables
We refer to the Basis for Preparation of the
Consolidated financial statements and the
Notes to the Parent Company financial
statements 11, 12 and 15
.
• The equity of the parent company is
€ 12.2 million as of 31 December
2022, of which the distributable equity
amounts to € 1.7 million.
• A significant portion of the parent
company’s assets consist of investments
in the subsidiaries. The subsidiary
shares and long –term loan receiv-
ables amount to € 21.2 million as of
31 December 2022. The valuation of
these investments has a material impact
when calculating the parent company’s
distributable equity.
• According to the Finnish Bookkeeping
Act, if the fair value of the long–term
investment is evaluated to be perma-
nently lower than the book value, the
difference must be written down.
• Cash-flow based impairment tests are
provided also for the subsidiary shares.
• Determination of the key assumptions
in future cash flow forecasts underlying
the impairment tests requires manage-
ment to make judgements over certain
key inputs, for example discount rate,
growth rates and profitability levels.
How our audit addressed the Key Audit
Matter
• We evaluated the reliability of the
Group’s budgeting procedures and
assessed the historical accuracy of
forecasts by comparing the actual
results for the year 2022 with the fore-
casts made in previous years.
• We involved our own valuation spe-
cialist when assessing the assumptions
used in determining the discount rate to
market and industry information.
• We assessed the assumptions used in
the valuation of the subsidiary shares
and long-term receivables to market
and industry information.
• We analyzed the valuation of the sub-
sidiary shares and long-term receiva-
bles compared to subsidiaries’ equities
and EBIT.
Responsibilities of the Board of Di-
rectors and the Managing Director
for the Financial Statements
The Board of Directors and the Managing
Director are responsible for the preparation
of consolidated financial statements that
give a true and fair view in accordance
with International Financial Reporting Stand-
ards (IFRS) as adopted by the EU, and of
financial statements that give a true and
fair view in accordance with the laws and
regulations governing the preparation of
financial statements in Finland and comply
with statutory requirements. The Board of
Directors and the Managing Director are
also responsible for such internal control as
they determine is necessary to enable the
preparation of financial statements that are
free from material misstatement, whether
due to fraud or error.
In preparing the financial statements, the
Board of Directors and the Managing
Director are responsible for assessing the
parent company’s and the group’s ability
to continue as going concern, disclosing,
as applicable, matters relating to going
concern and using the going concern basis
of accounting. The financial statements are
prepared using the going concern basis
of accounting unless there is an intention to
liquidate the parent company or the group
or cease operations, or there is no realistic
alternative but to do so.
Auditor’s Responsibilities in the
Audit of Financial Statements
Our objectives are to obtain reasonable
assurance on whether the financial state-
ments as a whole are free from material
misstatement, whether due to fraud or
error, and to issue an auditor’s report that
includes our opinion. Reasonable assur-
ance is a high level of assurance, but is not
a guarantee that an audit conducted in
accordance with good auditing practice
will always detect a material misstatement
when it exists. Misstatements can arise from
fraud or error and are considered material
if, individually or in aggregate, they could
reasonably be expected to influence the
economic decisions of users taken on the
basis of the financial statements.
As part of an audit in accordance with
good auditing practice, we exercise profes-
sional judgment and maintain professional
skepticism throughout the audit.
114 Wulff Annual Report 2022
We also:
• Identify and assess the risks of material
misstatement of the financial statements,
whether due to fraud or error, design
and perform audit procedures respon-
sive to those risks, and obtain audit
evidence that is sufficient and appropri-
ate 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, misrepresenta-
tions, or the override of internal control.
• Obtain an understanding of internal
control relevant to the audit in order
to design audit procedures that are
appropriate in the circumstances, but
not for the purpose of expressing an
opinion on the effectiveness of the par-
ent company’s or the group’s internal
control.
• Evaluate the appropriateness of ac-
counting policies used and the reason-
ableness of accounting estimates and
related disclosures made by manage-
ment.
• Conclude on the appropriateness of
the Board of Directors’ and the Man-
aging Director’s use of the going con-
cern basis of accounting and based on
the audit evidence obtained, whether
a material uncertainty exists related to
events or conditions that may cast sig-
nificant doubt on the parent company’s
or the group’s ability to continue as a
going concern. If we conclude that a
material uncertainty exists, we are re-
quired to draw attention in our auditor’s
report to the related disclosures in the
financial statements or, if such disclo-
sures are inadequate, to modify our
opinion. Our conclusions are based on
the audit evidence obtained up to the
date of our auditor’s report. However,
future events or conditions may cause
the parent company or the group to
cease to continue as a going concern.
• Evaluate the overall presentation,
structure and content of the financial
statements, including the disclosures,
and whether the financial statements
represent the underlying transactions
and events so that the financial state-
ments give a true and fair view.
• Obtain sufficient appropriate audit
evidence regarding the financial
information of the entities or business
activities within the group to express an
opinion on the consolidated financial
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 mat-
ters, the planned scope and timing of the
audit and significant audit findings, includ-
ing any significant deficiencies in internal
control that we identify during our audit.
We also provide those charged with
governance with a statement that we have
complied with relevant ethical requirements
regarding independence, and communi-
cate with them all relationships and other
matters that may reasonably be thought
to bear on our independence, and where
applicable, related safeguards.
From the matters communicated with those
charged with governance, we determine
those matters that were of most significance
in the audit of the financial statements of
the current period and are therefore the
key audit matters. We describe these
matters in our auditor’s report unless law
or regulation precludes public disclosure
about the matter or when, in extremely rare
circumstances, we determine that a matter
should not be communicated in our report
because the adverse consequences of
doing so would reasonably be expected to
outweigh the public interest benefits of such
communication.
Other Reporting Requirements
Information on our audit engage-
ment
We were first appointed as auditors by the
Annual General Meeting on 6.4.2017, and
our appointment represents a total period
of uninterrupted engagement of six years.
Other Information
The Board of Directors and the Manag-
ing Director are responsible for the other
information. The other information comprises
the report of the Board of Directors and the
information included in the Annual Report
but does not include the financial statements
and our auditor’s report thereon. We have
obtained the report of the Board of Direc-
tors prior to the date of this auditor’s report,
and the Annual Report is expected to be
made available to us after that date.
Our opinion on the financial statements
does not cover the other information.
In connection with our audit of the financial
statements, our responsibility is to read the
other information identified above and,
in doing so, consider whether the other
information is materially inconsistent with
the financial statements or our knowledge
obtained in the audit, or otherwise appears
to be materially misstated. With respect
to the 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 financial 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 misstate-
ment of this other information, we are re-
quired to report that fact. We have nothing
to report in this regard.
Helsinki 9.3.2023
BDO Oy, Audit Firm
Juha Selänne
Authorized Public Accountant
Wulff Annual Report 2022 115
116 Annual Report 2022
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cess not only to industry and product expertise,
but also to important sector and customer-spe-
cific know-how. Our dedicated contact person
Tiina Ignatius listens, understands our needs,
knows how to make suggestions for improve-
ment and proactive with her advice. During the
pandemic, for example, hand lotions quickly
found their place on MiniBar shelves and in our
standard product lines."
Samira Jaakkola, Deaconess Foundation,
Procurement Manager
HARTELA IS ONE OF THE
OLDEST CONSTRUCTION
COMPANIES IN FINLAND.
Founded in Turku in 1942, the company's
current project portfolio includes apart-
ments, commercial premises, office projects,
care properties and industrial construction.
Cooperation makes everyday life easie
Working with Wulff, you can be sure that every
little product that makes everyday life easier
is the most suitable for the customer, and what
is new and better is brought to the customer's
attention. For us, the most important thing about
workplace products is their quality and availa-
bility, as well as fast delivery in case of sudden
needs. We don't have the time to find out
ourselves what's new in the sector and what we
could benefit from. Wulff not only provides us
with information on products, but also on what's
new and the impact of our choices.”
Marjut Kari, Hartela,
Customer Service Engineer
Read more
customer stories at
wulff.fi.
FENNIA IS A 140YEAROLD
INSURANCE COMPANY.
The Fennia Group consists of Fennia, which
specialises in non-life insurance, Henki-Fen-
nia, which offers voluntary life, pension and
savings insurance, and Fennia Service Oy,
a service company.
Wulff's expertise is convincing
The sudden change in circumstances triggered
a procurement spike in early spring 2020, as
workplaces across the country faced the same
situation. "For example, there was nowhere to
buy gloves and prices went utel. Wulff did an
excellent job, for example, in finding substitutes.
It was also great that when a product was
recommended to us that I was not previous-
ly familiar with, I had the confidence to trust
Wulff's expertise."
Teea Syrjälä, Fennia,
Workplace Manager
Wulff Annual Report 2022 117
Once again, we were able to continue our long-term development
towards the most sustainable product range on the mark
et.
INSIGHTS FROM THE WULFF TEAM
Satu Elomäki
Customer Experience Manager, Wulff Customer
Service
Wulff has been doing well despite the extraordinary times
of the last few years. We've pulled together and achieved
great results. The pandemic forced us to physically distance
ourselves from each other, and we worked hard together
even when we were working remotely. We have a sense of
togetherness in all situations and in time! Through acquisi-
tions, we have been able to meet new, highly competent
colleagues and learn the best ways of working from each
other. The fantastic environment in Wulff House in Espoo en-
sures that it's always a pleasure to come to work and meet
colleagues and partners. Long-term clients have become
friends over the years and I look forward to getting to know
the new clients that 2023 will bring.
By being positive, you share positivity with others!
Elina Kuparinen
Product Group Manager, Wulff Procurement
In 2023, our new ERP system will streamline work and
bring teams even closer together. The streamlining and
clarification of processes will be another positive step
forward for both customers and employees
In 2022, we will move from the post-pandemic era to a
more normal everyday life. We were able to resume our
full commitment to the long-term development of the most
sustainable product range on the market.
Jorma Mäkinen
Managing Director, Canon Business Center Vantaa
From last year, I can say that our newly expanded sales family
started to feel like one, united family. We bonded with our new
colleagues from acquisitions, for example, through many great
joint Wulff Academy events.
It is very enriching to get to know new people and to learn
about new professions and to discover the huge amount of
knowledge we have in the Group, in many different areas. We
are constantly learning from each other and using our know-
how seamlessly. This is what it’s all about. It's really great to be
part of such a talented team!
Ilari Vallisaari
Head of Digital Growth, Wulff Marketing Communications
The happy Wulffians sum up the buzz of 2022 and look to the future with positivity and enthusiasm.
Last year we completed the redesign of the wulff.fi website.
The site is built on the versatile and capable Hubspot plat-
form. The new site allows us to collect and nurture leads in a
completely different way to the previous solution. In addition,
the cookie settings and website tracking are now in line with
industry best practices and of course also comply with the
requirements of current and relevant legislation.
This year, I particularly look forward to new, more efficient
processes for handling and processing leads. Technology can
be used even more to improve sales, identify potential new
customers or even build a more specific and functional sales
pipeline. We put digital technology at the service of our sales
and customers!
WULFF IN FINLAND
118 Annual Report 2022
WULFF HOUSE/WULFF GROUP PLC
Kilonkartanontie 3
02610 Espoo
tel. 0300 870 411
info@wulff.fi
wulff.fi
Canon Business Center Vantaa
tel. 020 758 9700
myynti@mavecom.fi
Wulff Entre
tel. 010 633 5500
sales@wulffentre.com
wulffentre.com
Wulff Ergonomia
tel. 0300 870 405
myynti@wulffergonomia.fi
wulffergonomia.fi
Wulff Innovaatiot
tel. 0300 870 405
myynti@wulffinnovaatiot.fi
wulffinnovaatiot.fi
Wulff Naxor
tel. 0300 870 415
myynti@wulffnaxor.fi
wulffnaxor.fi
Wulff Contract Sales
tel. 0300 870 410 (WulffNet)
tel. 010 681 681 (EasyOrder)
asiakaspalvelu@wulff.fi
wulff.fi
WULFFINKULMA
STORES AND
CONTRACT SALES
SHOWROOMS
Wulffinkulma & Outlet Helsinki
Ristipellontie 23
00390 Helsinki
tel. 0300 870 412
helsinki@wulffinkulma.fi
Wulffinkulma & Outlet Lahti
Kauppakeskus Maili
Ajokatu 55
15500 Lahti
tel. 0300 870 410
lahti@wulffinkulma.fi
Wulffinkulma & Outlet Turku
Läntinen Pitkäkatu 21-23
20100 Turku
tel. 0300 870 413
turku@wulffinkulma.fi
Online store
wulffinkulma.fi
Wulff Annual Report 2022 119
WULFF ABROAD
Wulff Contract Sales, Norway
Wulff Supplies AS
Østensjøveien 36
0667 Oslo, Norway
tel. +47 810 301 23
kundeservice@wulffsupplies.no
See all locations: wulffsupplies.no
Wulff Contract Sales Sweden
Wulff Supplies AB
Näsvägen 2 B
341 34 Ljungby, Sweden
tel. +46 372 775 600
kundservice@wulffsupplies.se
See all locations: wulffsupplies.se
Wulff Contract Sales, Denmark
Wulff Supplies A/S
Kirkebjerg Parkvej 12
2605 Brøndby, Denmark
tel. +46 372 775 600
kundeservice@wulffsupplies.dk
wulffsupplies.dk
Wulff Specialist Sales, Denmark
Beltton AS
Postboks 218
9486 Harstad, Norway
tel. +47 225 500 60
post@wulffbeltton.no
wulffbeltton.no
Wulff Specialist Sales, Sweden
Wulff Beltton AB
Box 561 (Åkerbärsvägen 26)
611 10 Nyköping, Sweden
tel. +46 155 292 600
info@beltton.se
SHOWROOMS/
LOCAL OFFICES
Wulff Ahvenanmaa
Wulff Sopimusmyynti
Storagatan 15
22100 Mariehamn
tel. 040 757 0859
Wulff Jyväskylä
Wulff Sopimusmyynti
Ahlmaninkatu 2 E
40100 Jyväskylä
tel. 045 652 1650
Wulff Tampere
Wulff Entre
Peltokatu 26
33100 Tampere
tel. 0300 870 413
WULFF ACCOUNTING AND
FINANCIAL SERVICES
Carpentum Oy
Espoo ja Tampere
carpentum.fi
Talouspalvelut Helmitaulu Oy
Pohjanmaa
helmitaulu.com
120 Annual Report 2019
WULFF GROUP PLC | Kilonkartanontie 3 | 02610 Espoo | tel. +358 300 870 410 | Business ID 1454963-5 | wulff.fi
A better world – one workplace at a time.