According to the Act on the Amalgamation of Deposit Banks, the central cooperative is obliged to support its member credit institutions and is liable for their debts. The member credit institutions are obliged to participate in any necessary support measures aimed at preventing another member credit institution from going into liquidation. In addition, they are jointly and severally liable for debts of a member credit institution failing to meet its obligations.
OP Financial Group comprises the amalgamation and those non-amalgamation entities of which entities belonging to the amalgamation hold more than half of the total votes.
The extent of OP Financial Group differs from that of the amalgamation in that OP Financial Group subsumes companies other than credit and financial institutions or service companies. The most important of these are the insurance companies with which the amalgamation forms a financial conglomerate. In addition, OP Financial Group includes Pohjola Hospital Ltd, which provides special healthcare services.
More detailed information on the legal structure of OP Financial Group's amalgamation can be found in the Financial Statements of OP Financial Group. The amalgamation does not form a corporate group, as referred to in the Accounting Act, or a consolidation group, as referred to in the Act on Credit Institutions. The central cooperative prepares consolidated financial statements as referred to in the Act on the Amalgamation of Deposit Banks.
OP Financial Group has three business segments: Retail Banking (Banking Private and SME Customers), Corporate Banking (Banking Corporate and Institutional Customers), and Insurance (Insurance Customers).
OP cooperative banks
OP cooperative banks are independent, local deposit banks engaged in retail banking. They provide modern and competitive banking services to households, SMEs, agricultural and forestry customers and public-sector entities. Helsinki Area Cooperative Bank, which belongs to the central cooperative consolidated and whose governance model differs from that of other OP cooperative banks, engages in retail banking in the Helsinki Metropolitan Area.
In terms of the type of their business organisation, OP cooperative banks are cooperatives whose decision-making grounds include the one member, one vote principle. Within the OP cooperative banks, the owner-customers' decision-making power is exercised by the Representative Assembly or the cooperative meeting comprising owner-customers, and the supervisory board and the board of directors, all members of which are owner-customers.
Federations of Cooperative Banks
There are six Federations of Cooperative Banks, which are regional cooperation bodies for the member cooperative banks. The Federations of Cooperative Banks ensure cooperation and interaction between OP cooperative banks, and maintain and promote Group spirit and unity. In addition, a federation's member banks cooperate with each other in projects related to e.g. corporate social responsibility or training provided to the members of the member banks' governing bodies.
The federations nominate their regions' candidates for OP Cooperative's Supervisory Board and for other bodies of OP Financial Group to which they are entitled to nominate candidates.
The meeting of a Federation of Cooperative Banks, which comprises representatives of its member cooperative banks, elects the board of directors to represent the federation and attend to its affairs.
OP Cooperative, the central cooperative
OP Cooperative is the central cooperative of OP Financial Group, and it is domiciled in Helsinki. The central cooperative's members may include credit institutions, as referred to in the Act on the Amalgamation of Deposit Banks, whose bylaws or articles of association have been approved by the central cooperative. The central cooperative's Supervisory Board decides on admitting new members.
The purpose of the central cooperative as the central cooperative of the amalgamation and as the company heading the financial conglomerate formed by OP Financial Group is to equitably contribute to and support the development of, and cooperation between, its member credit institutions, other OP Financial Group companies and entities and the entire Group. To that end, the central cooperative controls the Group's centralised services, develops the Group’s business, manages the Group's strategic control and lobbying and manages control and supervision duties belonging to the central cooperative of the amalgamation and the company heading the financial conglomerate. Furthermore, the central cooperative acts as OP Financial Group's strategic owner institution.
Within the central cooperative, the decision-making powers of member cooperative banks rest with the Cooperative Meeting and the Supervisory Council elected by it. In each subsidiary of the central cooperative consolidated, the board of directors is responsible for due organisation of the subsidiary’s governance and operations in line with the principles and guidelines issued by the central cooperative.