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2007-03-30 12:14:17 CEST 2007-03-30 12:14:17 CEST REGULATED INFORMATION Larox Oyj - Decisions of general meetingRESOLUTIONS OF THE LAROX CORPORATION ANNUAL GENERAL MEETING OF SHAREHOLDERSLarox Corporation annual general meeting of shareholders held on 30 March 2007 handled the matters of the annual general meeting and approved the financial statements of the company and the Group for the year 2006. PAYMENT OF DIVIDENDS Based on the proposal of the Board of Directors, the annual general meeting of shareholders decided that a dividend of 0.30 euro per share be distributed. The matching day for the payment of dividends is 4 April 2007 and the dividends will be paid on 13 April 2007. DISCHARGE OF LIABLITY AND ELECTION OF MEMBERS OF THE BOARD AND AUDITORS The members of the Board of Directors and the managing director were discharged from liability for the year 2006. Mr. Timo Vartiainen, Ms. Katariina Aaltonen, Mr. Teppo Taberman, Mr. Thomas Franck and Mr. Matti Ruotsala were re-elected to the Board of Directors. Larox Corporation annual general meeting of shareholders elected the following auditors: APA Kim Karhu and auditing society PricewaterhouseCoopers Oy with primary responsibility resting with APA Kaija Leppinen. APA Henrik Sormunen and APA Jarmo Alén were elected deputy auditors. AUTHORIZATION TO THE BOARD OF DIRECTORS TO DECIDE ON REPURCHASE OF SHARES The annual general meeting of shareholders decided to authorize the Board of Directors to decide on repurchase of shares by using the company's unrestricted shareholders' equity. The maximum number of shares in the authorization is 500.000 Larox Corporation B-series shares. The shares may be purchased in order to finance or carry out acquisitions or other business transactions, in order to develop the company's capital structure, to improve the liquidity of the Company's shares, to employee incentive plans, to be disposed for other purposes, or to be cancelled. The repurchases will be carried out through public trading, whereby the shares will be repurchased in another proportion than according to the holdings of the shareholders. The repurchase price must be based on the market price of the Larox Corporation B share in public trading. The repurchases of shares will be carried out at Helsinki Stock Exchange and according to their rules and instructions. The Board of Directors cannot realize the authorization of the repurchase of shares should the total number of the company's or its subsidiary's own or pledged shares exceed 10 per cent of all shares after the purchase. The authorization is valid for 18 months from the resolution by the annual general meeting of shareholders. AUTHORIZATION TO THE BOARD OF DIRECTORS TO DECIDE ON SHARE ISSUE, AND/OR STOCK OPTION RIGHTS OR OTHER SPECIAL RIGHTS THAT ENTITLE TO SHARES The annual general meeting of shareholders decided to authorize the Board of Directors to decide on shares, stock option rights or special rights referred to in the Finnish Companies Act chapter 10, paragraph 1 in one or more lots in such a way that based on the authorization the total maximum number of Larox Corporation B-series shares is 500 000. The Board of Directors may decide to give either new shares or own shares the company possesses. The authorization can be used to finance and to carry out acquisitions or other business transactions and the company's investments, employee incentive plans or other purposes decided by the Board of Directors. The authorization includes the right to decide on share issue without a subscription price and the right to deviate from the shareholders' subscription right according to certain preconditions of the Finnish Companies Act. The authorization is valid for five years from the resolution by the annual general meeting of shareholders. The invitation to the annual general meeting of shareholders was published on 8 March 2007. Mr. Timo Vartiainen was elected Chairman of the Board of Directors in the organizational meeting of the Board of Directors held immediately after the annual general meeting of shareholders. For further information please contact Mr. Timo Vartiainen, Chairman of the Board of Directors. LAROX CORPORATION Timo Vartiainen Chairman of the Board of Directors Tel. +358 (5) 668 8305, Fax. +358 (5) 668 8277 Email: timo.vartiainen@larox.com DISTRIBUTION: HELSINKI STOCK EXCHANGE, CENTRAL MEDIA Internet www.larox.com Larox develops, designs and manufactures industrial filters and is a leading technology company in its field. Larox is a full service solution provider in filtration for separating solids from liquids. It supplies comprehensive aftermarket services throughout the lifespan of the Larox solution. Companies world-wide in mining and metallurgy, chemical processing and related industries benefit from the Larox technologies. Larox operates in over 40 countries and has over 440 employees. Larox Group is headquartered in Lappeenranta, Finland. Product factories are located in Lappeenranta and Utrecht, The Netherlands. Net sales in 2006 totalled 122.8 million euros, of which more than 95 % were generated by exports and the company's foreign operations. |
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