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2010-02-22 13:00:00 CET 2010-02-22 13:00:34 CET REGULATED INFORMATION Vaisala - Company AnnouncementInvitation to Vaisala's Annual General MeetingVaisala Oyj Stock exchange release February22, 2010 at 2.00 p.m. Vaisala Oyj's Annual General Meeting will be held on Thursday March 25, 2010, at 6 p.m. at Heureka Science Center Tiedepuisto 1, Tikkurila, 01300 Vantaa. The reception of shareholders who have pre-registered to the meeting, will start at 5.15 p.m. Agenda of the Annual General Meeting The following items will be presented at the meeting: The issues defined in Section 13 of the Group's Articles of Association and the Limited Liability Companies Act to be dealt with at Annual General Meetings. The Agenda includes the items associated with calling the meeting to order according to normal Annual General Meeting practice. At the meeting, the Agenda will include the CEO's review, given in conjunction with the presentation of the financial statements. The review is not a matter for decision. Distribution of profit and remuneration of the members of the Board The Board of Directors proposes to the Annual General Meeting that a dividend of EUR 0.65 per share be paid for 2009. The dividend will be paid to shareholders registered in the Register of Shareholders held by Euroclear Finland Ltd (formerly the Finnish Central Securities Depository Ltd) on the record date March 30, 2010. The Board proposes that the dividend be paid on April 8, 2010. The Board proposes to the Annual General Meeting that the remuneration of the members of the Board of Directors to be elected at the Annual General Meeting for the term until the close of the Annual General Meeting in 2011, will be as follows: EUR 35,000 for the Chairman and EUR 25,000 for each member. Proposal for the election of the members of the Board of Directors Board members Yrjö Neuvo and Maija Torkko are in turn to retire by rotation. Shareholders representing more than 10 percent of all the votes in the company have announced that they will propose to the Annual General Meeting held on March 25, 2010 the re-election of Yrjö Neuvo and Maija Torkko. Proposal for the election of auditors and their fee The Board proposes that PricewaterhouseCoopers Oy and Mr Hannu Pellinen APA, the current Authorized Public Accountants of Vaisala Oyj, be re-elected for the next term defined by the Articles of Association. Hannu Pellinen has been Vaisala's Authorized Public Accountant with main responsibility since 2007. The Board of Directors further proposes that the auditors' compensation will be based on reasonable invoicing presented to the company. The authorization of the Board to grant donations The Board of Directors proposes that the General Meeting authorize donations of maximum EUR 250,000 to one or more universities. The donations would be granted in one or several payments. According to the proposal, the Board of Directors is authorized to decide on the recipients and the payments they receive. The authorization would be in force until the 2011 Annual General Meeting. Documentation Documents relating to the financial statements and the documentation for Annual General Meeting will be available on March 4, 2010 at the company's head office in Vantaa, Vanha Nurmijärventie 21. On request, copies will be sent to shareholders. The material will also be available on www.vaisala.com/investors<http://www.vaisala.com/investors> by March 4, 2010 at the latest. Total number of shares and votes by series of shares On February 19, 2010, the date of the invitation to the General Annual Meeting, Vaisala Oyj had 18,218,364 shares, out of which 3,397,684 are series K shares and 14,820,680 are series A shares. Each K share entitles its owner to 20 votes at a General Meeting while each A share entitles its owner to 1 vote. The total number of votes by all shares is 82,774,360 out of which the series K shares represent 67,953,680 votes and series A shares 14,820,680 votes. Notice to the attendees 1. Right of attendance and registration Shareholders who are registered in the company's share register maintained by Euroclear Finland Ltd (formerly the Finnish Central Securities Depository Ltd) by March 15, 2010 have the right to attend the Annual General Meeting. Shareholders whose shares have not been transferred to the book-entry securities system also have the right to attend the Annual General Meeting, provided that such shareholders were registered in the company's share register before 21 October 1994. In such cases, shareholders must present evidence that their shareholding rights have not been transferred to the book-entry securities system. Shareholders wishing to attend the Annual General Meeting must register by Tuesday, March 16, 2010, 4 p.m. Registration starts on March 1, 2010 at 9.00 a.m. Registration can be made * on Vaisala's web site at www.vaisala.com/investors<http://www.vaisala.com/investors>, * by telephone on weekdays between 9 a.m. and 11 a.m., tel. +358 9 8949 2201, * by letter addressed to Vaisala Oyj, Nina Andersin, P.O.Box 26, FIN-00421 Helsinki, Finland In connection with the registration, a shareholder shall notify his/her name, personal identification number, address, telephone number and the name of a possible assistant or proxy representative and the personal identification number of a proxy representative. The personal data given to Vaisala Oyj is used only in connection with the Annual General Meeting and with the processing of related registrations. Letters authorizing a proxy to vote on behalf of a shareholder should be sent to the company by mail to Vaisala Oyj, Nina Andersin, P.O. Box 26, 00421 Helsinki or by email to nina.andersin@vaisala.com <mailto:nina.andersin@vaisala.com> before the expiry of the registration period. 2. Holders of nominee registered shares Holders of nominee registered shares who wish to attend the Annual General Meeting must be registered in the company's shareholders' register by the record date March 15, 2010. A holder of nominee registered shares is advised to request without delay necessary instructions regarding the registration in the shareholder's register of the company, the issuing of proxy documents and registration for the Annual General Meeting from his/her custodian bank. The account management organization of the custodian bank will register a holder of nominee registered shares, who wants to participate in the meeting, to be temporarily entered into the shareholders' register of the company at the latest on March 22, 2010 by 10.00 a.m. Vantaa February 19, 2010 Vaisala Oyj Board of Directors More information: Jouni Lintunen, CFO, tel +358 9 8949 2215, mobile +358 40 579 0181 Distribution: NASDAQ OMX Helsinki [HUG#1387029] |
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