SSH Communications Security Oyj - Decisions of general meeting

THE ANNUAL GENERAL MEETING OF SSH COMMUNICATIONS SECURITY CORPORATION ON MARCH 20TH, 2014

Helsinki, Finland, 2014-03-20 14:00 CET (GLOBE NEWSWIRE) -- SSH COMMUNICATIONS
SECURITY CORPORATION   COMPANY ANNOUNCEMENT   MARCH 20, 2014 AT 02:00 P.M. 

THE ANNUAL GENERAL MEETING OF SSH COMMUNICATIONS SECURITY CORPORATION ON MARCH
20TH, 2014 

The Annual General Meeting of SSH Communications Security Corporation has
unanimously adopted the financial statement and consolidated financial
statement and granted discharge from liability to the Board members and CEO who
have been active during the accounting period between January 1st 2013 and
December 31st 2013. 

Annual General Meeting decided that the profit shown by the parent company's
financial statement is registered into the profit and loss account and no
dividend is paid. 

At the Annual General Meeting, Päivi Hautamäki, Timo Syrjälä (new member) and
Tatu Ylönen were elected as directors of the company's Board of Directors. The
organizing meeting of the Board of Directors will be held later and Company
will separately announce who was elected as the Chairman of the Board of
Directors. 

The Authorized Public Accountants KPMG Oy Ab was re-elected as the auditor of
the company. KPMG Oy Ab has informed that Kirsi Jantunen will continue as the
accountant with the main responsibility. 

The Annual General Meeting approved the Board of Directors' proposal to amend
the Article 10 of the company's Articles of Association in its entirety as
follows: 

“The invitation to the General Meeting shall be announced to the shareholders
not earlier than three (3) months and not later than three (3) weeks before the
date of the Meeting by publishing it on the company´s website. The invitation
to the General Meeting shall, however, be published no less than nine (9) days
before the General Meeting Record Date. The Board of Directors can also decide
to publish the invitation by other means of publication. 

In order to participate in the Meeting a shareholder must register for the
Meeting by the date mentioned in the invitation, which date may not be more
than ten days before the Meeting.” 

The Annual General Meeting approved the Board of Directors' proposal to
authorize the Board of Directors to decide upon the issuing of a maximum of
6,000,000 shares as a share issue against payment or by giving stock options or
other special rights entitling to shares, in accordance with Chapter 10 Section
1 of the Finnish Limited Liability Companies Act, either according to the
shareholders' pre-emptive right to share subscription or deviating from this
right, in one or more tranches. Based on the authorization, either new shares
can be issued or own shares, which the company possibly has in its possession,
can be transferred. Based on the authorization, the Board of Directors has the
same right as the Annual General Meeting to decide on the issuing of shares
against payment and special rights (including stock options) in accordance with
Chapter 10 Section 1 of the Finnish Limited Liability Companies Act. Thereby,
the authorization includes, inter alia, the right to deviate from the
shareholders' pre-emptive rights with directed issues providing that the
company has a weighty financial reason for the deviation in respect of the
share issue against payment. 

Furthermore, the authorization includes the Board of Directors' right to decide
upon who are entitled to the shares and/or stock options or special rights in
accordance with Chapter 10 Section 1 of the Finnish Limited Liability Companies
Act as well as on the related compensation, subscription and payment periods
and on the registering of the subscription price into the share capital or
invested non-restricted equity fund within the limits of the Finnish Limited
Liability Companies Act. 

The authorization is valid until the next Annual General Meeting, but will
however expire at the latest on June 30th 2015. 

The Annual General Meeting approved the Board of Directors' proposal to
authorize the Board of Directors to decide upon the acquiring of a maximum of
2,000,000 shares of the company with assets belonging to the company's
non-restricted equity. The shares can also be acquired otherwise than in
proportion to the holdings of the existing shareholders (directed acquisition).
The maximum compensation to be paid for the acquired shares shall be the market
price at the time of purchase, which is determined in the public trading. 

The authorization for the acquiring of the company's own shares will be used,
inter alia, to strengthen the company's capital structure, to finance and
realize corporate acquisitions and other arrangements, to realize the
share-based incentive programs of the company or otherwise to be kept by the
company, to be transferred for other purposes or to be cancelled. The
acquisition of shares reduces the company's distributable non-restricted
equity. 

Decision concerning the acquiring of own shares cannot be made so that the
combined amount of the own shares which are in the possession of, or held as
pledges by, the company or its subsidiaries exceeds one-tenth of all shares.
The Board of Directors decides on all other matters related to the acquisition
of shares. 

The authorization is valid until the next Annual General Meeting, but will
however expire at the latest on June 30th 2015. 

SSH COMMUNICATIONS SECURITY CORPORATION

Tatu Ylönen
CEO

For further information, please contact:
Jyrki Lalla, CFO, tel. +358 45 340 4641

Distribution:
NASDAQ OMX Helsinki Oy
Major media
www.ssh.com

Founded in 1995, SSH Communications Security is the company that invented the
Secure Shell protocol - the gold standard protocol for data-in-transit security
solutions. Today, over 3,000 customers across the globe - including seven of
the Fortune 10 - trust our Information Assurance Platform to secure the path to
their information assets. We enable and enhance business for thousands of
customers in multiple industries in the private and public sectors around the
world. SSH Communications Security operates in the Americas, Europe, and APAC
regions, with headquarters located in Helsinki, Finland. The company shares
(SSH1V) are quoted on the NASDAQ OMX Helsinki.